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Synlait publishes HY24 result

Half Year Results1 April 2024SMLConsumer Staples

Synlait Milk Limited · 1028 Heslerton Road, RD13 Rakaia, Canterbury, New Zealand · +643 373 3000 · www.synlait.com





NZX: SML

ASX: SM1



2 April 2024


Synlait publishes HY24 result: North Island strategic review commenced;

and Bright Dairy and banking syndicate support in place.


Synlait Milk Limited (Synlait) has announced its financial results for the six months ended 31 January

2024. This includes a strategic review of its North Island assets, a letter of support from Bright Dairy,

and banking amendments, including an extension to the $130 million prepayment, and details of

Synlait’s well-progressed forward-looking recovery plan.


Synlait CEO Grant Watson commented: “It has been a challenging half-year for Synlait as we continue

to reset the company to better achieve our strategic objectives, while working to significantly reduce

our elevated levels of debt.”


“The delivery of our half-year results brings together several reset initiatives, with the announcement of

an amendment to our banking facilities, and a strategic review of the North Island assets. The balance

sheet reset initiatives are underpinned by a letter of support from our largest shareholder, Bright Dairy.

Bright Dairy’s support, coupled with the banking syndicate’s support, offers Synlait additional stability

and confirms that our largest shareholder and banking syndicate remains very supportive.”


“Our strategic focus is on Advanced Nutrition and Foodservice where we have a clear competitive

advantage to deliver diversified, high-value growth. It is supported by a well-run Ingredients business

enabled by our market-leading Lead With Pride™ on-farm excellence programme. We have built a

world-class and highly flexible asset base, and we are well positioned ahead of emerging customer

demand trends. Combined with our refreshed executive leadership team, we have all the pieces in

place to execute on this strategy and deliver strong returns for our shareholders.”


Deleveraging plan in place


Synlait has a clear plan to deleverage its balance sheet and reduce total debt to a sustainable level. It

has five elements:


1. The banking syndicate remains supportive, with amendments confirmed:


 Extension of the $130 million prepayment from 28 March 2024 to no later than 15 July

2024.


 An additional $30 million of short-term funding from 28 March 2024 to 27 June 2024.


 Amendment of the shareholders’ funds covenant from $600 to $400 million (an ‘at all

times’ covenant).


 Amendment of the interest cover ratio from 2.25x to 1.75x for FY24.


2. Bright Dairy support received


The Board has received a letter of support from Bright Dairy, the company’s largest shareholder, which

owns 39.01% of the shares in Synlait, that reinforces its ongoing support for Synlait. The letter includes

a commitment to participate in a future equity raise and to extend a loan at the request of Synlait,

subject to Synlait and Bright receiving all necessary approvals.


Synlait Milk Limited · 1028 Heslerton Road, RD13 Rakaia, Canterbury, New Zealand · +643 373 3000 · www.synlait.com




3. North Island assets strategic review commenced


Synlait will undertake a strategic review of its world-class North Island assets, including its

manufacturing facility in Pokeno and its blending and canning facility in Auckland. It will explore the

highest-value ownership structure of these assets to maximise value for all shareholders. The strategic

review is expected to take several months, and there is no certainty that any transaction will result. No

decisions will be made regarding any potential transaction or other outcomes until the completion of

the strategic review.


4. Equity raise


Synlait is progressing with an equity raise alongside its strategic review of the North Island assets.

Given that Synlait’s share price is trading at a significant discount to its net tangible asset value, the

Board believes that asset realisation should be progressed to produce maximum value for our

shareholders. Equity raising remains an option under consideration by the Board in parallel to achieve

deleveraging of Synlait’s balance sheet.


5. Dairyworks sale process ongoing


Synlait remains in discussions with potential purchasers, but no sale has been completed or assured.

This is a high value business, and the Board will ensure the best possible return is achieved for

shareholders.


Forward-looking business recovery plan well progressed


As well as resetting Synlait’s balance sheet, several initiatives to accelerate volume growth and further

optimise manufacturing, quality, and cost performance continue. Progress is detailed in the investor

presentation (slides 22 to 25) and examples include improvements in asset stability, yield

improvements, and continued enterprise resource management system efficiency improvements (now

the system is fully embedded).


Half year 2024 financial performance

1



Key financial metrics in today’s result included:


 Revenue up 3% to $793.5 million.


 Earnings before interest, taxes, depreciation, and amortization (EBITDA) was $19.9 million.

Adjusted EBITDA was $36.1 million.


 Net loss after tax was ($96.2) million. Adjusted net loss after tax was ($17.4) million.


 Net debt up 8% to $559.0 million.


 Gross profit down 47% to $43.6 million.


 Forecast base milk price for the 2023 / 2024 season is $7.80 per kg/MS up from $7.50 per

kg/MS.


The adjusted half-year result was impacted by a less favourable market environment for the ingredients

business, unfavourable FX, lower Advanced Nutrition volumes, and higher inventory write-downs,

operational expenditure, and financing costs.




1

All comparisons are against HY23 (except for the milk price) and include the results of Dairyworks, which has been treated as a

discontinued operation.


Synlait Milk Limited · 1028 Heslerton Road, RD13 Rakaia, Canterbury, New Zealand · +643 373 3000 · www.synlait.com



Three non-cash items also significantly impacted the HY24 result. We recorded an impairment charge

of $50.3 million, which was primarily driven by the underutilisation of our North Island manufacturing

facilities. There was a $31.1 million adjustment recorded to write down the net assets of Dairyworks to

fair value less costs of disposal to reflect the value of non-binding offers received. Finally, there was a

change in the basis of inventory overhead allocation methodology. The change was initially treated

and forecasted as a policy change based on external accounting advice received; it was revised to be

reflected as a change in estimate based on a technical interpretation of the accounting standards by

our auditor, resulting in HY24 NPAT experiencing a non-cash adverse impact of $8.4 million.


A further summary of Synlait’s financial performance can be found in the investor presentation and in

the financial statements, released with this announcement.


Full year 2024 (FY24) guidance statement


Synlait has updated its FY24 guidance.


The previously announced guidance stated that earnings before interest, taxes, depreciation, and

amortization (EBITDA) performance was expected to be broadly flat or down compared to FY23.

Synlait’s FY23 EBITDA was $90.7 million.


Synlait now expects the FY24 EBITDA result to be significantly down on FY23 within the range of $45

million to $60 million, excluding a non-cash adjustment for the product costing method change of

approximately $17 million.


The FY24 EBITDA result is impacted by:


 Softening demand and/or margins across all business units.


 Adverse foreign exchange and product mix.


 Increased operating expenses e.g., legal costs, inventory management, and a range of other

costs.


In addition to the above, Synlait is facing material uncertainties in respect of the timings and outcomes

of various deleveraging options which are currently progressing. The deleveraging options include an

equity raise, a North Island strategic asset review, and the sale of Dairyworks.


The half-year financial statements further detail these material uncertainties. All shareholders are

encouraged to review this disclosure in detail.


The Board and Management remain fully committed to deleveraging Synlait's balance sheet and

continuing the focus on improving profitability for the balance of 2024.


The FY24 EBITDA guidance excludes all current and future impairments relating to Synlait and

Dairyworks.


For more information contact:

Media

Allan Swann

Corporate Communications Manager

P: +64 27 211 4874

E: allan.swann@synlait.com


Investors

Hannah Lynch

Head of Strategy & Corporate Affairs

P: +64 21 252 8990

P: hannah.lynch@synlait.com

---

HALF YEAR 2024 RESULT
CHAIR AND CEO REVIEW

For the six months ended 31 January 2024

KEY FINANCIAL METRICS
3%

TOTAL GROUP REVENUE

$

793.5M

8%

NET DEBT

$

559.0M

47%

TOTAL GROSS PROFIT

$

43.6M

$26.5M

OPERATING CASHFLOW

(

$

98.1M)

48%

CAPITAL EXPENDITURE²

$

1 7. 5M

$101.0M

TOTAL GROUP NPAT

(

$

96.2M)

$31.7M

ADJUSTED/UNDERLYING TOTAL

GROUP NPAT

1

(

$

1 7. 4M)

$31.6M

TOTAL GROUP EBITDA

$

19.9M

$26.4M

ADJUSTED/UNDERLYING TOTAL

GROUP EBITDA

1

$

36.1M

5%

FORECAST AVERAGE MILK PRICE FOR

2023/2024 SEASON

$

8.09kgMS

5%

FORECAST BASE MILK PRICE FOR

2023/2024 SEASON

$

7.80kgMS

All comparisons are against HY23 (except for milk price which is against FY23) and include the results of Dairyworks which has been treated as a discontinued operation.

1 Refer to the Investor Presentation for a reconciliation of adjusted NPAT and EBITDA.

2 Based on cash outflow for investing activities.

Half Year Adjusted NPAT ($17.4) million, in line with guidance.

PAGE 02 SYNLAIT MILK HALF YEAR 2024 RESULT CHAIR AND CEO REVIEW

MESSAGE FROM OUR CHAIR AND CEO
Tēnā koutou shareholders

It has been a challenging half-year for

Synlait as we continue our reset of the

company to better achieve our strategic

objectives, while working to significantly

reduce our elevated debt levels.

The delivery of our half-year results for

the six months ended 31 January 2024

(HY24) brings together several reset

initiatives, with the announcement of

amendments to our banking facilities,

the commencement of a strategic

review of our North Island assets,

and an increase in our forecast base

milk price.

The balance sheet reset initiatives are

underpinned by a letter of support

from our largest shareholder, Bright

Dairy. Bright Dairy’s support, coupled

with the banking amendments, offers

Synlait additional stability, and confirms

that our largest shareholder and

our banking syndicate remains very

supportive.

As well as establishing a clear

deleveraging plan for our balance

sheet, we have highlighted several

forward-looking initiatives as part of

our well-progressed business recovery

plan to accelerate volume growth and

further optimise our manufacturing,

quality, and cost performance. Progress

is further detailed in our Investor

Presentation, released alongside this

Chair and CEO Review. Examples

include accelerating growth of the

Foodservice UHT cream business

through product innovation, and

growing our distribution partnerships

in China and South East Asia. We have

also grown our Early Life and Adult

Nutrition businesses. Additional drivers

have been further improvements in

asset stability, yield improvements,

and continued enterprise resource

management system efficiency

improvements, now the system is fully

embedded.

Financial performance remains

under pressure

For the half year to 31 January 2024,

Synlait reported a net loss of ($96.2)

million after tax. On an adjusted basis,

it was ($17.4) million.

The half-year result was impacted by a

less favourable market environment for

the Ingredients business, unfavourable

FX, lower Advanced Nutrition volumes,

and higher inventory write-downs,

operational expenditure, and financing

costs.

However, three non-cash items also

significantly impacted the result.

We recorded an impairment charge

of $50.3 million, driven by the

underutilisation of our North Island

manufacturing facilities. There was also

a $31.1 million adjustment recorded to

write down the net assets of Dairyworks

to fair value less costs of disposal to

reflect the value of non-binding offers

received. Finally, there was a change

in the basis of inventory overhead

Paul McGilvary

Acting Chair

allocation methodology. The change

was initially treated and forecasted

as a policy change based on external

accounting advice received; it was

revised to be reflected as a change

in estimate based on a technical

interpretation of the accounting

standards by our auditor, resulting in

NPAT experiencing a non-cash adverse

impact of $8.4 million.

EBITDA was $19.9 million ($36.1 million

on an adjusted basis). Net debt was

$559.0 million.

Synlait is facing several material

uncertainties with regard to the timings

and outcomes of deleveraging options

which are currently progressing, and

which are critical in ensuring Synlait will

continue to meet financial obligations

as they fall due.

These uncertainties are further

detailed in note two of our half-year

financial statements. We encourage

shareholders to review this disclosure

Grant Watson

CEO

SYNLAIT MILK HALF YEAR 2024 RESULT CHAIR AND CEO REVIEW PAGE 03

in detail. The Board remain fully
committed to deleveraging Synlait’s

balance sheet in the second half of

the year.

Announcing a North Island strategic

review demonstrates we are working

hard to aggressively reduce Synlait’s

debt levels and return the company to

sustainable profitability. This continues

to be the number one priority of the

Board and Executive Leadership Team

(ELT). Over the next six months, we

are collectively focused on driving

efficiency and improving productivity

across Synlait.

The Board also updated its full year

2024 (FY24) guidance. Synlait now

expects the FY24 EBITDA result to be

significantly down on FY23 within the

range of $45 million to $60 million,

excluding a non-cash adjustment for

the product costing method change of

approximately $17 million.

The FY24 EBITDA result is impacted by:

• Softening demand and/or margins

across all business units.

• Adverse foreign exchange and

product mix.

• Increased operating expenses e.g.,

legal costs, inventory management,

and a range of other costs.

The FY24 EBITDA guidance excludes all

current and future impairments relating

to Synlait and Dairyworks.

A copy of the full guidance statement

can be found on page 28 of the

investor presentation.

Strengthened Executive Leadership

Team structure and Corporate

Governance

Post the balance date we made several

changes to our Board and ELT to

support Synlait’s return to profitability.

We are pleased to announce that

our search for a new Independent

Director for the Board is complete with

the appointment of George Adams in

March 2024. George has outstanding

commercial and governance

experience with over 30 years of

international business experience in

the fast-moving consumer goods and

telecommunications industries.

Tao Zhang, the Deputy Finance

Director of Bright Dairy Holding Limited

(Bright Dairy), replaced Liu Ruibing

(Ryan) as one of Synlait’s Bright Dairy

Appointed Directors in February 2024.

Tao’s extensive finance experience and

historical knowledge of Synlait from his

previous work alongside Ryan are real

strengths.

We have also reduced the ELT to

increase business unit alignment,

accelerate growth, and reduce costs.

These changes have been well-

received across Synlait.

Paul Mallard (Chief Operating Officer)

now has responsibility for Synlait’s end-

to-end operations, including demand

planning, manufacturing, quality,

laboratory, and supply chain functions.

Naiche Nogueira (Chief Revenue

Officer) retains the Advanced Nutrition

business and now has responsibility for

the Ingredients business. Naiche is also

responsible for the Innovation, New

Product Development, Programme

Management and Regulatory functions.

Supporting our farmer suppliers

Retention of our high-quality milk

supply remains a critical priority. As

Synlait’s balance sheet has come

under continued pressure, cessation

notices from our farmer suppliers

have increased compared to previous

years. The cessation notice period

is two years and Synlait expects that

many of these farmer suppliers will

opt to withdraw their ceases once we

deleverage our balance sheet. Given

the two-year notice period, our current

financial performance is not impacted.

We are confident, given the progression

of the reset plan, that there is currently

limited material risk to our future

financial performance.

The Board remain committed to paying

a competitive farmgate milk price

and advance rate, and our On-Farm

Excellence team has made significant

efforts to ensure farmer suppliers

understand what makes our milk supply

offer extremely competitive. A special

thank you to our farmer suppliers for

their patience as we work to return

Synlait to profitability.

Progress against our core capabilities

Advanced Nutrition

The synergies of merging the

Innovation and Product Development

teams under Naiche’s new structure

will become more evident over time,

especially as we diversify beyond Infant

Nutrition into the Early Life and Adult

Nutrition categories, working across

new customers and markets.

Our focus remains on delivering

compelling value to our two

cornerstone strategic customers,

both in terms of increased efficiency

and effectiveness, and diversified

product offerings. We are already

seeing successes with our teams

manufacturing dairy/non-dairy hybrid

nutrition products for South East Asia

in various can and flexible packaging

formats. We also have several trials

and audits underway to produce infant

formula base powder for a customer in

this region.

We will continue to diversify our

markets and categories in the

lactoferrin business, including in new

areas such as pharmaceuticals, to

reduce Synlait’s exposure to market

price volatility and to match demand.

SYNLAIT MILK HALF YEAR 2024 RESULT CHAIR AND CEO REVIEW PAGE 04

Foodservice
Our presence in China, via the Joyhana

UHT cream product we produce for

Sinodis (Savencia’s China subsidiary),

continues to meet our growth

expectations. We are in the process of

developing the second generation of

Joyhana products to bring to market in

December 2024.

Last month, we began production of

UHT cream with a new customer, global

food company Uhrenholt, under its

private label brand. They aim to release

this product in market across South

East Asia in May 2024.

South East Asia continues to be a

key market for Foodservice due to

economic growth, urbanisation, and

an expanded presence of our route-to-

market partners.

Ingredients

The Ingredients business strategy

is unchanged.. A key highlight was

our recently announced five-year co-

investment sustainability partnership

with Nestlé. This enables both parties

to decarbonise their supply chains,

while simultaneously supporting

our farmer suppliers with on-farm

investment in emissions reduction tools.

This also opens additional commercial

opportunities for Nestlé and Synlait to

work together.

Operational performance

We continue to focus on asset stability

and increasing utilisation.

To achieve this, we have progressed

with implementing the Integrated

Work Systems (IWS) framework. IWS

introduces a series of systems, tools,

and support activities to make our

manufacturing activity safer, more

reliable, and more efficient.

The Dunsandel Liquid facility passed

the first phase of IWS in March 2024.

Our North Island facilities are working

to achieve the same recognition by

the end of FY24. Dunsandel Liquids

facility improved performance confirms

that the IWS framework provides the

improved stability we need to keep

lifting asset stability and utilisation.

Closing comments

Synlait was founded as an

entrepreneurial, innovative, disruptive,

and sustainable company. This drove

its success in its early years, however

it has long faced significant strategic

risk around a lack of customer and

product diversification and in response

the company has invested in capacity

expansion and category diversification.

More recently we made the decision to

refocus our strategy on areas where we

have a clear competitive advantage to

deliver diversified, high-value growth.

It is important we do not lose our

competitive advantage in the Advanced

Nutrition and Foodservice businesses,

and that they continue to be supported

by a well-run Ingredients business

enabled by our market-leading Lead

With Pride™ programme, driving on-farm

excellence. Having built a world-class

and highly flexible asset base, we are

well positioned ahead of emerging

customer demand trends.

This report provides you with more

clarity around our plans and progress

to reset Synlait, deleverage our balance

sheet, and return our company to

sustainable profitable growth across

diversified channels, categories, and

geographies.

Finally, thank you to all of our

stakeholders, notably our shareholders,

including Bright Dairy, our banking

syndicate, and our farmer suppliers for

their patience. But we especially want

to thank our people, who are working

incredibly hard to reset our company

and build a profitable future for Synlait.

Your energy, passion, and commitment

to Doing Milk Differently For A Healthier

World is a true asset, and it is greatly

appreciated.

Nāku noa, nā

Paul McGilvary Grant Watson

Acting Chair CEO

SYNLAIT MILK HALF YEAR 2024 RESULT CHAIR AND CEO REVIEW PAGE 05

---

Condensed Interim Financial Statements
For the six months ended 31 January 2024

Synlait Milk Limited
Contents

Page

Directors' responsibility statement2

Condensed interim financial statements

Income statement3

Statement of comprehensive income4

Statement of changes in equity5

Statement of financial position6

Statement of cash flows7

Notes to the condensed interim financial statements

1 Reporting entity8

2 Basis of preparation of interim financial report8

3 Impairment of assets14

4 Held for sale assets and discontinued operations15

5 Segment reporting17

6 Expenses20

7 Reconciliation of (loss) / profit after income tax to net cash outflow from operating activities21

8 Trade and other receivables21

9 Inventories22

10 Property, plant and equipment22

11 Intangible assets22

12 Loans and borrowings23

13 Share capital24

14 Related party transactions24

15 Contingencies25

16 Commitments25

17 Events occurring after the reporting period26

Interim review report27

-

1-

Synlait Milk Limited
Directors' responsibility statement

31 January 2024

Directors' responsibility statement

The Directors are pleased to present the condensed interim financial statements for Synlait Milk Limited and its subsidiaries,

Synlait Milk Finance Limited, The New Zealand Dairy Company Limited, Eighty Nine Richard Pearse Drive Limited, Synlait

B

usiness Consulting (Shanghai) Co., Ltd, Dairyworks Limited, Synlait Milk (Holdings) No.1 Limited, and Synlait Milk (Dunsandel

Farms) Limited (together “the Group”) as set out on pages 3 to 26 for the six months ended 31 January 2024.

The Directors are responsible for ensuring that the condensed interim financial statements present fairly the financial position

of the Group as at 31 January 2024 and the financial performance and cash flows for the six months ended on that date.

The Directors consider that the condensed interim financial statements of the Group have been prepared using appropriate

accounting policies, consistently applied and supported by reasonable judgements and estimates and that all relevant

financial reporting and accounting standards have been followed.

The Directors believe that proper accounting records have been kept which enable, with reasonable accuracy, the

determination of the financial position of the Group and facilitate compliance of the condensed interim financial statements

with the Financial Markets Conduct Act 2013.

For and on behalf o

f the Board.

Paul McGilvaryPaul Washer

Acting ChairIndependent Director

2 April 20242 April 2024

-2-

Synlait Milk Limited
Income statement

For the six months ended 31 January 2024

Income statement

For the six months ended 31 January 2024

Period endedYear ended

31 January31 January 31 July

2024

Unaudited

2023

Unaudited

2023

Audited

Notes$'000$'000$'000

Revenue652,889632,3291,320,758

6

(625,279)(563,467)(1,202,850)

27,61068,862117,908

4,6854,23913,294

6(18,784)(18,368)(41,548)

6(33,581)(32,736)(68,306)

6-(5,877)(6,794)

3

(50,343)--

(70,413)16,12014,554

(21,527)(13,263)(29,331)

184122281

(3,182)(1,618)(5,771)

(24,525)(14,759)(34,821)

(94,938)1,361(20,267)

3

24,924406,123

(70,014)1,401(14,144)

4

(26,207)3,4129,852

(96,221)4,813(4,292)

(44.02)2.20(1.96)

(44.02)2.19(1.96)

(32.03)0.64(6.47)

(32.03)0.63(6.47)

(11.99)1.564.51

Cost of sales

Gr

oss profit

Other income

Sales and distribution expenses

Administrative and operating expenses

ERP implementation costs

Impairment of Synlait cash generating unit

(Loss) / earnings before net finance costs and income tax

Finance expenses

Finance income

Loss on derecognition of financial assets

Ne

t finance costs

(Loss) / profit before income tax from continuing operations

Income tax benefit

Net (loss) / profit after tax from continuing operations

(Loss) / profit from discontinued operations

(Loss) / profit for the period

(Loss) / earnings per share

Basic earnings per share (cents)

Diluted earnings per share (cents)

Attributable to continuing operations:

Basic earnings per share (cents)

Diluted earnings per share (cents)

Attributable to discontinued operations:

Basic earnings per share (cents)

Diluted earnings per share (cents)

(11.99)1.564.51

The accompanying notes form part of and are to be read in conjunction with these financial statements.

-3-

Synlait Milk Limited
Statement of comprehensive income

For the six months ended 31 January 2024

Period endedYear ended

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

$'000$'000$'000

(96,221)4,813(4,292)

6,32886,59464,405

(50)(924)-

23(7)(19)

(1,772)(24,246)(18,033)

4,52961,41746,353

4,52961,41746,353

(91,692)66,23042,061

Statement of comprehensive income

For the six months ended 31 Janu

ary 2024

(Loss) / profit for the period

Other comprehens

ive income

I

tems that may be reclassified subsequently to profit and loss

E

ffective portion of changes in fair value of cash flow hedges

Net change in fair value of cash flow hedges transferred to profit

and loss

Exchange differences on translation of foreign operations

Income tax on other comprehensive income

Total items that may be reclassified subsequently to profit and

l

oss

Ot

her comprehensive income for the period, net of tax

Total comprehensive (loss) / income for the period

(Loss) / profit is attributable to:

Total comprehensive (loss) / income for the year is attributable

to:

Continuing operations(65,424)62,99332,133

Discontinued operations(26,268)3,2379,928

(91,692)66,23042,061

The accompanying notes form part of and are to be read in conjunction with these financial statements.

-4-

Synlait Milk Limited
Statement of changes in equity

For the six months ended 31 January 2024

Statement of changes in equity

For the six months ended 31 Janu

ary 2024

Share

capital

Employee

benefits

reserve

Cash flow

hedge

reserve

Foreign

currency

translation

reserve

Retained

earnings

Total

equity

Notes$'000$'000$'000$'000$'000$'000

Equity as at 1 August 2022 (Audited)

464,774818(49,296)22332,078748,396

Profit or (loss) for the period ----4,8134,813

Other comprehensive income

Effective portion of changes in fair value of

cash flow hedges

--86,594--86,594

Exchange differences on translation of

foreign operations

---(7)-(7)

Net change in fair value of cash flow hedges

transferred to profit and loss

--(924)--(924)

Income tax on other comprehensive income

--(24,246)--(24,246)

Total other comprehensive income

--61,424(7)-61,417

Total comprehensive income

-

-61,424(7)4,81366,230

Employee benefits reserve

-156---156

Equity as at 31 January 2023 (Unaudited)

464,77497412,12815336,891814,782

Equity as at 1 August 2023 (Audited)

464,774735(2,924)3327,786790,374

Profit or (loss) for the period----(96,221)(96,221)

Other comprehensive income

Effective portion of changes in fair value of

cash flow hedges

--6,328--6,328

Exchange differences on translation of

foreign operations

---23-23

Net change in fair value of cash flow hedges

transferred to profit and loss

--(50)--(50)

Income tax on other comprehensive income

--(1,772)--(1,772)

Total other comprehensive income

--4,50623-4,529

Total comprehensive income

--4,50623(96,221)(91,692)

Employee benefits reserve

-198---198

Equity as at 31 January 2024 (Unaudited)

464,7749331,58226231,565698,880

The accompanying notes form part of and are to be read in conjunction with these financial statements.

-5-

Synlait Milk Limited
Statement of financial position

As at 31 January 2024

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

Notes$'000$'000$'000

30,50412,4249,290

8109,277139,91682,941

3,113,4433,6072,805

7,44214,9852,711

7,1838,0229,879

9316,261467,747250,252

10,71827,28616,339

7,5124,3503,271

4163,535-177,881

655,875678,337555,369

3,10947,6771,017,404992,996

3,1164,53191,44277,747

3,11-64,1896,026

885360935

4,78420,7766,427

4,0653,8573,906

335,53022,90842,204

1,057,4721,220,9361,130,241

1,713,3471,899,2731,685,610

286,634422,982280,954

12514,136350,652243,727

12,68527,94626,862

4,1234,4355,200

443,221-60,611

Statement of financial position

As at 31 January 2024

ASSETS

Cash

and cash equivalents

Trade and other receivables

Intangible assets

Goods and services tax refundable

Prepayments

I

nventories

Derivative financial instruments

Current tax receivables

Assets of a disposal group held for sale

Total current assets

Non-current assets

Property, plant and equipment

Intangible assets

Goodwill

Other investments

Derivative financial

instruments

Biological assets

R

ight-of-use assets

Total non-current assets

Total assets

L

IABILITIES

Trade and other payables

L

oans and borrowings

Derivative financial instruments

L

ease liabilities

L

iabilities directly associated with a disposal group held for sale

Total current liabilities

860,799806,015617,354

Non-current liabilities

Loans and borrowings1275,654178,653178,998

Derivative financial instruments9002,390-

Deferred tax liabilities34,78072,32054,685

Lease liabilities39,17722,67641,693

Other non-current liabilities3,1572,4372,506

Total non-current liabilities153,668278,476277,882

Total liabilities1,014,4671,084,491895,236

Net assets

698,880

814,782790,374

Equity

Share capital13464,774464,774464,774

Reserves2,54113,117(2,186)

Retained earnings231,565336,891327,786

Total equity attributable to equity holders of the Group

698,880814,782790,374

Total equity and liabilities

1,713,3471,899,2731,685,610

The accompanying notes form part of and are to be read in conjunction with these financial statements.

-6-

Synlait Milk Limited
Statement of cash flows

For the six months ended 31 January 2024

Period endedYear ended

31 January 31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

Notes$'000$'000$'000

774,149720,0091,608,110

(412,424)(425,685)(720,926)

(451,234)(411,174)(851,255)

(7,597)(9,336)4,486

(1,007)1,527(1,378)

7(98,113)(124,659)39,037

130137311

(16,698)(27,467)(48,821)

222137584

(728)(5,695)(16,074)

-2,1743,072

(41)(75)(197)

148--

-(250)(825)

(16,967)(31,039)(61,950)

1296,66749,16715,777

1270,362125,42451,589

(27,339)(18,863)(44,306)

(2,998)(2,094)(4,400)

136,692153,63418,660

21,612(2,064)(4,253)

10,27114,49314,493

(51)(5)31

4(1,328)-(981)

Statement of cash flows

For the six months ended 31 Janu

ary 2024

Cash flows from operating activities

C

ash receipts from customers

Cash paid for milk purchased

Cash paid to other creditors and employees

Net movement in goods and services tax

I

ncome tax refunds

Net cash (outflow) / inflow from operating activities

Cash flows from investing activities

Interest received

Acquisition of property, plant and equipment

Proceeds from sale of property, plant and equipment

Acquisition of intangible assets

Proceeds from sale of intangible assets

Acquisition of biological assets

Proceeds from sale of b

iological asset

Acquisition of investment

Net cash outflow from inves

ting activities

Cash flows from financing activities

Receipt of borrowings

Net movement in working capital facility

Interest paid

R

epayment of lease liabilities

Net cash inflow from financing activities

Net increase / (decrease) in cash and cash equivalents

C

ash and cash equivalents at the beginning of the period

Effects of exchange rate changes on cash and cash equivalents

Cash included in disposal group classified as held for sale

Cash and cash equivalents at end of the period

30,50412,4249,290

The accompanying notes form part of and are to be read in conjunction with these financial statements.

-7-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

Notes to the condensed interim financial statements

For the six months ended 31 Janu

ary 2024

1 Reporting entity

The condensed interim financial statements presented consolidate the financial results of the Group, including Synlait Milk

Limited and its subsidiaries Synlait Milk Finance Limited, The New Zealand Dairy Company Limited, Eighty Nine Richard

Pearse Drive Limited, Synlait B

usiness Consulting (Shanghai) Co., Ltd, Dairyworks Limited, Synlait Milk (Holdings) No.1

Limited, and Synlait Milk (Dunsandel Farms) Limited.

Synlait Milk Limited is primarily involved in the manufacture and sale of dairy products.

The parent company, Synlait Milk Limited, is a profit-oriented entity, domiciled in

New Zealand, registered under the

C

ompanies Act 1993 and listed on the New Zealand Stock Exchange and the Australian Securities Exchange. Synlait Milk

Limited is a FMC reporting entity under the Financial Market Conducts Act 2013 and its financial statements comply with that

Act.

2 Basis of preparation of interim financial report

The condensed interim financial statements have been prepared in accordance with Generally Accepted Accounting Practice

(NZ GAAP) as appropriate for interim financial statements. They comply with International Accounting Standard 34 (NZ IAS

34) and New Zealand equivalent to International Accounting Standard 34 (NZ IAS 34) Interim Financial Reporting and other

applicable financial reporting standards appropriate for profit oriented entities.

These interim financial statements should be read in conjunction with the Group's financial statements for the period ended

31 July 2023.

Synlait Milk Limited is subject to seasonal fluctuations which have an impact on both revenue and production levels. These

occ

ur due to changes in product mix decisions from fluctuations in customer demand and in response to the unpredictable

n

ature of milk supply as climatic conditions influence milk supply across the North Island and South Island of New Zealand.

Items included in the interim financial statements of the Group are measured using the currency of the primary economic

environment in which each entity operates (‘the functional currency’). The financial statements are presented in New Zealand

Dollars ($), which is the functional currency of the parent and are rounded to the nearest thousand ($'000).

Material un

certainties relating to Going Concern

As at 31 January 2024, the Group recorded an aft

er-tax loss for the six months of $96.2m, operating cash outflows of $98.1m

and

a working capital deficit of $204.9m, with loans and borrowings due for repayment and/or refinancing in the next twelve

months of $514.1m. Borrowings due for repayment and/or refinancing in the next twelve months include secured syndicated

senior debt of $334.1m and unsecured subordinated retail bonds of $180m.

In preparing these financial statements, the Directors have conducted a comprehensive assessment of certain events,

conditions, and related material uncertainties. Although the Directors have concluded that it is appropriate to prepare these

interim financial statements on a going concern basis, they have concluded that there are material uncertainties which may

cast significant doubt over the Group’s ability to continue trading as a going concern.

The material uncertainties are outlined in detail below and have arisen primarily as a result of:

- A slow recovery in business performance, due to a variety of factors, impacting short-term cashflows;

- A protracted Dairyworks sale process; and

- Significant levels of debt due for repayment in the short term, as noted in the financial position section below, resulting

in the Group’s current liabilities exceeding its current assets by $204.9m. The Group is unable to repay these debts on

demand without additional support from shareholders or from other sources of capital.

-8-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

Notes to the condensed interim financial statements(continued)

The successful execution of an equity raise in combination with other deleveraging options by 31 July 2024, as discussed in

this note, is critical to the ability of the Group to continue trading as a going concern. The final combination of options and the

timing and outcome of those options which will be executed are subject to material uncertainties. The Directors remain

committed and engaged in achieving a successful deleveraging of the Group’s financial position, which should significantly

improve the Group’s credit quality and enable a successful refinancing and/or repayment of the Group’s banking facilities

and the $180m subordinated retail bond due within the next 12 months. The Directors’ assessment of the going concern

assumption assumes successful execution of the sale of Dairyworks and an equity raise, the quantum of which might be

reduced by a possible divestment of the Group’s North Island production facilities.

The following is the Director’s analysis of all relevant material uncertainties:

Dispute with The a2 Milk Company

On 15 September 2023, The a2 Milk Company provided notice of cancellation of the exclusivity arrangements for the

production of a2 Platinum and other nutritional products under the Nutritional Powders Manufacturing and Supply Agreement

(NPMSA). Synlait disputes The a2 Milk Company’s notice of cancellation of exclusivity and is engaged in a binding

confidential arbitration process to determine the validity of The a2 Milk Company’s notice. An outcome is not yet known.

However the Group has reflected a probability weighted outcome to any potential impact on forecast sales volumes in the

five-year forecast on which goodwill and asset impairment testing is based as well as the impact on forecast cash flows over

that period. Refer to note 3 for further information on impairment testing.

Trading performance

The Group announced two material profit downgrades to its previously announced FY24 guidance in the first half of the 2024

financial year. These downgrades were the result of lower-than-expected sales volumes of Advanced Nutrition and UHT

cream products, margin compression across all product groups, inventory management issues, high financing costs due to

higher interest rates and debt levels, and higher than expected manufacturing costs due to lower than expected utilisation of

the North Island plants and continued cost pressures. These events and conditions led to a before-tax loss for the period

ended 31 January 2024 of $37.8m (excluding the impact of impairment of the Synlait CGU of $50.3m and the impairment loss

on measurement of Dairyworks book value to estimated fair value less costs of disposal of $31.1m).

The Directors and management have been engaged in an urgent process to address the deterioration in the Group’s trading

performance and resulting financial position. Measures include a restructuring of the Group’s executive leadership team, the

initiation of a cost-out programme, and a significant focus on operational and sales performance. Significant focus is also

being placed on addressing operational delays which have resulted in lower-than-expected sales of Advanced Nutrition

products, and on a re-launch of the Group’s UHT cream products for which current year demand was impacted by production

issues and delays with initial product runs. The Group also remains committed to deleveraging its balance sheet with the aim

of significantly reducing net debt and financing costs.

Financial position

Whilst resolution of the above business performance challenges will improve business performance, they will not result in a

level of forecast cash inflows necessary to meet significant upcoming debt amortisation obligations. At 31 January 2024, the

Group’s current liabilities exceed current assets by $204.9m, driven by the classification of $514.1m of the Group’s total net

debt of $559m as repayable within 12 months of balance date. On 28 March 2024 the Group renegotiated terms with its

banking syndicate and obtained an extension to 15 July 2024 in respect of a $130m loan prepayment which was originally

due on 28 March 2024.

The Group also obtained an amendment to the shareholder funds covenant (reduced from a requirement of $600m at all

times to $400m at all times) and interest coverage ratio (reduced from a requirement of 2.25x to 1.75x for the 31 July 2024

covenant test) to allow additional time for deleveraging options to be executed by no later than 31 July 2024.

The Group’s renegotiated loan amortisations over the next 12 months include:

a) Debt repayments - $130m mandatory prepayment to the banking syndicate by 15 July 2024 and repayment of the

$180m of unsecured subordinated retail bond which matures on 17 December 2024; and

b) Seasonal amortisation, in line with the routine cycle of debt within the business as outlined in note 12.

-9-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

Notes to the condensed interim financial statements(continued)

The working capital facilities as specified in note 12, expire on 1 October 2024 and will require refinancing. The revolving

credit facility expires on 1 October 2025.

To ensure sufficient cash and debt facilities are available to repay these obligations, the Group is progressing various

deleveraging options with haste, including raising equity, alternative asset sales, and exploring alternative forms of financing.

Without successful execution of an equity raise in combination with other deleveraging options by 31 July 2024, the Group

will be in breach of its banking covenants and the banking syndicate will have the right to call on the full $410m of

outstanding bank debt. The Supervisor for the $180m subordinated bond will also have the right to call on the bond which

will become repayable on demand immediately due to the bank facilities being in default. The loss of support from the

Group’s banking syndicate due to the above commitments not being met resulting in the facilities and bond being called as

well as the inability to refinance longer term debt would result in significant adverse effects on the Group, including the ability

for the Group to remain a going concern.

Impairment

As noted, the Group has recorded a total asset impairment loss of $81.4 million for the period. At the time of these interim

financial statements this also creates further uncertainty with respect to going concern as it is uncertain what impact this may

have on investor sentiment, share price and financing options.

To address the liquidity risk arising from the Group’s upcoming debt obligations and net current liabilities, a range of

deleveraging initiatives are currently underway, with certain initiatives at a well-progressed stage, albeit subject to material

uncertainties with respect to timings and outcomes. These initiatives include:

a) Dairyworks divestment

The Group’s Dairyworks subsidiary remains classified as a held for sale disposal Group. Challenging market conditions and

tight capital markets have resulted in a slower than anticipated sales process however the Group remains engaged with

prospective purchasers and continues to aim for a completed sale in the second half of the year. Proceeds from the sale of

Dairyworks will be used to repay a mandatory $130m debt prepayment which was originally due on 28 March 2024 but

deferred to 15 July 2024 after an extension was granted by the Group’s banking syndicate on 28 March 2024. Material

uncertainties associated with the timing and outcome of the sale will continue until the sale is complete. These include

material uncertainties over receipt of a suitable offer, execution of a sale and purchase agreement, and obtaining required

shareholder and regulatory approvals, including approval from the Overseas Investment Office (if required), within the

required timeframe.

To ensure liquidity requirements are met the Group’s 39.01% shareholder, Bright Dairy, has committed to providing up to

$130m in the form of a bridging inter-company loan if the Group is unable to meet the 15 July 2024 $130m mandatory

prepayment obligation due to further delays to the sales process. The loan is subject to obtaining all requisite corporate,

shareholder and external approvals on reasonable terms and conditions mutually acceptable by the Group and Bright Dairy

which are yet to be determined.

b) Equity raise

The Group is currently engaged in a process which will aim to further deleverage the Group’s balance sheet through the

issuing of equity. The quantum and structure of the equity raise is still being decided and will depend on the timing and

outcome of other deleveraging options described in this note. Material uncertainties will exist around the quantum, timing,

structure, participation rate, and ultimate success of the equity raise and resulting impact on the Group’s capital and

ownership structure. The Group’s shareholder structure creates further complexity and uncertainty around the potential

outcome of an equity raise. An unsuccessful equity raise will result in significant adverse effects on the Group, including the

ability for the Group to remain a going concern.

An equity raise will be required by 31 July 2024, as a primary means in which to remain a going concern, in that it would be

required in order to continue to comply with banking covenants and improve the Group’s credit quality sufficiently to retain

the support of the Group’s banking syndicate and allow for the successful repayment and refinancing of syndicated debt

facilities on 30 September 2024 and the subordinated bonds on 17 December 2024.

Recognising this uncertainty the Directors have sought support from its 39.01% shareholder, Bright Dairy, who have affirmed

participation in a potential capital raise, subject to meeting certain terms and conditions which were still being worked

through at the time of release of these interim financial statements.

The Directors have also commenced workstreams on additional alternative deleveraging options including a strategic asset

review and alternative forms of financing.

-10-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

Notes to the condensed interim financial statements (continued)

c) Strategic asset review

On 2 April 2024, the Group announced it was conducting a strategic review of its North Island assets. The Group has

struggled to reach an acceptable level of utilisation of its North Island drying and packaging plants. While the medium-term

demand outlook has improved, the North Island operations will continue to

contribute to negative cash flows until utilisation

improves which is forecast to occur from FY26. To minimise the adverse impact of the underutilised plants on the Group’s

near-term cash flows and ensure liquidity, the Group is exploring the possibility of selling either partial or full interests in the

plants. The Directors have sought support from its 39.01% shareholder, Bright Dairy, who have affirmed their support for the

Board’s decisio

n to undertake a strategic review involving the potential sale of North Island assets. Discussions have

co

mmenced with prospective investors and purchasers for the North Island plants, with initial interest expressed. Whether an

asset is divested will depend on the timing and outcome of the other deleveraging options presented in this note.

Consequently, there will be material uncertainties in respect of the necessity, scale, timing, required approvals, and ultimate

outcome of potential further asset divestment

s.

d) Alternative forms of financing

The Group is progressing alternative financing options, including restructuring the banking syndicate to add additional banks

or obtaining financing through a perpetual c

apital note (if required). The perpetual capital note could provide preferred equity

funding of $100m to $150m to repay debt as part of the wider deleveraging programme, if required. The Group has had

positive initial discussions on a potential restructure of the banking syndicate and is well progressed with the perpetual

c

apital note.

The further divestment of North Island assets and alternative forms of financing remain plan B options and material

uncertainties wi

ll exist with respect to whether these options are required to be progressed further, as well as the timing and

o

utcome of the options.

e) Letter of support from Bright Dairy

As referred to above and within the subsequent events note 17, on 28 March 2024 the Group received a binding letter of

support from Bright Dairy, the ultimate owner of the Group’s major shareholder, which indirectly owns 39.01% of the shares in

the

Group. The letter includes a commitment to participate in a future equity capital raising (subject to certain terms and

conditions including consideration of current shareholding structure) and to extend up to a $130m inter-company bridging

loan at the request of Synlait to ensure short term liquidity requirements can be met (if required), subject to the Group and

Bright Dairy receiving all necessary approvals. In addition, it provides support for the deleveraging options which are

currently progressing.

The letter also reinforces Bright Dairy's ongoing support for the Group in more general terms, including other commitments

to the Group on a non-binding basis.

Conclusion

Despite the options available to the Group, the Directors reiterate that there are material uncertainties as noted above,

relating to unknown future events that are not fully within their control, that may impact its ability to successfully execute one

or more of the above options. Therefore there are material uncertainties related to events and conditions that may cast

significant doubt on the Group’s ability to continue as a going concern and, therefore, that it may be unable to realise its

assets and discharge its liabilities in the normal course of business.

The financial statements do not include any adjustments which may be required if the Group is unable to continue as a going

concern.

New accounting policies, standards, interpretations, and amendments adopted during the period

There are no new policies, standards, interpretations, or amendments that were adopted in the period which have or are

expected to have a material impact on the Group.

-11-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

Notes to the condensed interim financial statements(continued)

New accounting policies, standards, interpretations, and amendments not yet adopted

NZ CS 1, CS 2, CRDC - Climate related disclosures

In December 2022, The External Reporting Board (‘XRB’) of New Zealand issued Aotearoa New Zealand Climate Standards,

a new climate-related disclosure framework. Three new standards have been issued: NZ CS 1 Climate-related Disclosures,

NZ CS 2 Adoption of Climate-related Disclosures, and NZ CS 3 General Requirements for Climate-related Disclosures. The

guidance is aligned to the International Task Force on Climate-related Disclosures (‘TCFD’) disclosure framework which

focuses on governance, strategy, risk management, and metrics and targets.

The Group is preparing for the release of initial disclosures in November 2024 for the period ended 31 July 2024.

There are no other standards that are not yet effective and expected to have a material impact on the Group in the current or

future reporting periods and on foreseeable future transactions.

Certain comparatives have been restated to conform to changes in current year presentation.

Material events and other significant items during the period

Impairment testing of Synlait CGU

The Group was required to undertake an impairment test of the Synlait cash generating unit ("Synlait CGU") at 31 January

2024 due to the significant excess of net asset value over market capitalisation and two material earnings downgrades to its

previously announced FY24 guidance in the first half of the 2024 financial year constituting indicators of impairment in

accordance with NZ IAS 36 "Impairment of Assets." An impairment charge of $50.3m has been recorded in the period and is

driven by a more conservative view of margins and volumes expected to be achieved over the forecast period on which

impairment testing is based as well as underutilisation of the Group's North Island facilities. Refer to note 3 for further

information.

Dairyworks sale and loss on measurement of Dairyworks disposal group

On 2 June 2023, the Group announced its intention to divest of its Dairyworks subsidiary resulting in the classification of

Dairyworks as a held for sale disposal group. A board approved programme remains underway to divest Dairyworks, with an

aim to complete a sale in the second half of the 2024 financial year. Whilst certain routine approvals will be required to

enable the sale, the Group considers that these are likely to be granted. At 31 January 2024, the fair value less costs of

disposal (FVLCD) of Dairyworks was determined to be below the net asset value of the disposal group. As a consequence, a

loss on measurement to FVLCD of $31.1m was recognised in the period. Refer to note 4 for further information.

Amendments to banking facilities

Subsequent to 31 January 2024, the Group obtained an extension to 15 July 2024 in respect of the $130m loan prepayment

which was originally due on 28 March 2024. The Group also obtained an amendment to the shareholder funds covenant

(reduced from a requirement of $600m at all times to $400m at all times) and interest coverage ratio (reduced from a

requirement of 2.25x to 1.75x for the 31 July 2024 covenant test).

Material change in accounting estimate

During the period, the Group adopted a new inventory costing methodology which has been determined to be a change in

accounting estimate in accordance with NZ IAS 8 "Accounting Policies, Changes in Accounting Estimates and Errors" and

accounted for prospectively.

The new methodology has been designed to reflect a cost of production specific to the cost base of the asset used in that

production. This has resulted in an increase in overhead costs attributed to ingredient products (with a trivial change in costs

attributed to consumer food and foodservice products), reflecting Synlait utilising nutritional-grade facilities for ingredients

production.

The change in estimate has resulted in a significant one-off impact in the current financial period ($8.4m reduction to NPAT)

due to a significantly higher level of overhead costs attributed to opening work-in-progress inventories of Advanced Nutrition

base powders.

-12-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

Notes to the condensed interim financial statements(continued)

Arbitration and disputes with The a2 Milk Company

During the period, the Group announced it was involved in a confidential binding arbitration process with The a2 Milk

Company to determine the validity of The a2 Milk Company’s notice of cancellation of the exclusivity arrangements under

Nutritional Powders Manufacturing and Supply Agreement (NPMSA) for a2 Platinum® and other nutritional products. The

parties have jointly appointed the arbitrator and are in the process of finalising the arbitration agreement which will govern

the arbitration and set the timetable for the exclusivity dispute to be resolved during 2024. Synlait and The a2 Milk Company

have agreed that additional matters in dispute between the parties will be resolved through arbitration. This includes the

ownership of the know-how and intellectual property in the products, the continuance or otherwise of certain commercial

clauses under the NPMSA, responsibility for airfreighting costs, pricing, whether or not certain products are products under

the NPMSA or new products, and other matters in dispute. An outcome for the arbitration is not yet determinable however

the Group has recognised provisions and accruals where reliable estimates can be made, based on information available. As

the arbitration progresses (or a final determination is made by the arbitrator), these assumptions may change, however no

further contingent assets or liabilities have been disclosed.

Climate Risk

The Group’s operations are likely to be impacted by future climate change. These impacts may be physical (e.g. severe or

unusual weather patterns and events) or transitional (e.g. changes to government regulations or customer and supplier needs

and demands). The Group regularly assesses its operating environment with regard to the impact of climate change.

Specific consideration has been given in these financial statements to the impact of future climate change on the useful lives

of the Group’s property, plant, and equipment, impairment of intangible assets (NZUs), and carrying value of loans and

borrowings (ESG linked loans). No significant impacts were noted during the period.

Milk price accrual

At interim reporting date, the milk price accrual is a key management estimate. The milk price accrual represents the amount

the Group is forecasting to pay its suppliers for the current year less advance payments made during the period. The Group's

policy is to value its inventory using the weighted average monthly milk price based on the Group's forecast annual milk price

for the season. Managements' forecast of the milk price for the season is the basis of the calculation of the milk price accrual

and at interim reporting date requires judgement from management. Key assumptions in the calculation of the forecast

annual milk price for the season include dairy commodity prices, on-farm milk composition, sales and production curves,

annual foreign exchange conversion rate and other conversion costs.

-13-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

3Impairment of assets

During the period, the Group announced downgrades to forecast financial performance and traded at a market capitalisation

significantly below net asset value. Because these constitute indicators of impairment, the Group was required to test for

impairment as at 31 January 2024. The impairment test has been performed for the Synlait CGU only as the indicators of

impairment are directly related to the CGU’s performance.

While no indicators of impairment exist for the Dairyworks CGU, because it is classified as a disposal group it is required to

be measured at fair value less costs of disposal (FVLCD) in accordance with the requirements of NZ IAS 5 “Non-current

Assets Held for Sale and Discontinued Operations." Refer to note 4 for further information.

The Group’s impairment test is based on a value-in-use (VIU) calculation which uses five-year cash flows based on Board

approved business plans and is discounted based on a CGU specific weighted average cost of capital (WACC) as determined

by an independent third party. The discounted cash flow was modelled using the following key assumptions:

31 January31 July

2024

Unaudited

2023

Audited

Synlait CGU

Annual revenue growth rates within forecast operating cashflow(0.5%) - 7.6%3.9% - 11.8%

Allowance for increase in expenses within forecast operating cash flow(1.5%) - 5.7%1.5% - 8.8%

Post-tax discount rate9.6%9.2%

Pre-tax discount rate11.9%11.8%

Terminal growth rate2.5%2.0%

Assumptions as at 31 January 2023 have not been disclosed as no impairment test was performed in respect of the period.

The terminal growth rate has increased to 2.5% to reflect the Group's strategic focus on high growth markets. Within the cash

flow forecasts a probability weighted assessment was performed for areas of significant uncertainty.

During the period there were downward revisions to future forecast financial performance due to a more conservative view

of margins and volumes which the Group expects to achieve over the next 5 years. This is due to uncertainty over a dispute

with a key customer of the Group (The a2 Milk Company), increasing competition in the key China market where Synlait is

developing new customer business in the Advanced Nutrition category resulting in a more conservative approach to pricing,

uncertainty over future milk supply, and other macroeconomic factors.

While significant effort and resource continues to be dedicated to progressing growth in the Chinese and Southeast Asian

markets, the decline in forecast volumes also reflects delays in onboarding new Advanced Nutrition customers in recent

years.

This has resulted in an impairment charge of $50.3m. The impairment charge has been mostly allocated to the Group's North

Island operations as a consequence of significant underutilisation.

The impairment has been calculated follows:

31 January 2024

Unaudited

$'000

Synlait CGU

Carrying amount of Synlait CGU at 31 January 2024 prior to impairment test1,260,707

Recoverable value based on value in use

1,210,364

Impairment

50,343

-14-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

3Impairment of assets(continued)

The impairment charge has been allocated against the Synlait CGU's assets as follows:

Balance sheet line item

Carrying amount

31 January 2024

prior to impairment

Unaudited

$'000

Impairment

allocation

Unaudited

$'000

Carrying amount

31 January 2024

post impairment

Unaudited

$'000

Net working capital155,118-155,118

Goodwill6,026(6,026)-

Property, plant and equipment983,359(35,682)947,677

Biological assets4,065-4,065

Intangible assets (current and non-current)73,581(5,607)67,974

Right-of-use assets

38,558(3,028)35,530

Total

1,260,707(50,343)1,210,364

The impairment charge has given rise to a deferred tax asset of $12.4m and has increased the income tax benefit for the

period by a corresponding amount.

The recoverable amount is highly sensitive to small movements within the key assumptions.

Impact on estimated VIU

recoverable amount

Increase/(decrease)

Unaudited

$'000

Change in key assumption

25 basis point increase in discount rate(39,538)

25 basis point decrease in discount rate42,471

50 basis point decrease in terminal growth rate(68,685)

50 basis point increase in terminal growth rate59,588

5% decrease within forecast cash flows*(93,978)

5% increase within forecast cash flows*93,978

* 5% increase/decrease in forecast operating cashflows used as a proxy for probability weightings applied to annual revenue

growth rate and allowance for increase in expenses.

4Held for sale assets and discontinued operations

The Dairyworks CGU comprised of Dairyworks Limited continues to be classified as a disposal group held for sale.

Dairyworks' financial performance has been presented as profit/(loss) from discontinued operations and all profit and loss

note disclosures have been re-presented to exclude the impact of discontinued operations.

A board approved programme remains underway to divest of Dairyworks, with an aim to complete a sale in the second half

of the 2024 financial year. Whilst certain routine approvals will be required to enable a sale, the Group considers that these

are likely to be granted. At 31 January 2024, the fair value less costs of disposal (FVLCD) of Dairyworks was determined to be

below the net asset value of the disposal group. As a consequence, a loss on measurement to FVLCD of $31.1m was

recognised in the period.

-15-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

4Held for sale assets and discontinued operations(continued)

(a)Financial performance and cashflow information

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

$'000$'000$'000

Revenue141,850138,604282,822

Cost of sales(125,844)(125,746)(256,738)

Other income294303,039

Sales and distribution expenses(3,826)(3,998)(6,768)

Administrative and operating expenses(2,736)(2,898)(5,889)

Net finance costs(2,663)(1,647)(3,455)

Income tax(1,880)(1,333)(3,159)

Loss on measurement of disposal group to FVLCD

(31,137)--

Loss / (profit) from discontinued operations

(26,207)3,4129,852

Net cash inflow/outflow

Net cash (outflow) / inflow from operating activities(21,143)1,16532,488

Net cash (outflow) / inflow from investing activities(4,297)(501)(1,787)

Net cash inflow / (outflow) from financing activities

25,7871,224(30,090)

Net increase in cash generated by the discontinued operation

3471,888611

(b)Disaggregation of assets and liabilities held for sale

The following assets and liabilities were reclassified as held for sale:

31 January31 January31 July

2024

Unaudited

$'000

2023

Unaudited

$'000

2023

Audited

$'000

Assets of disposal group classified as held for sale

Cash and cash equivalents1,328-981

Trade, other receivables and other current assets8,826-9,865

Inventories66,002-52,253

Property, plant and equipment29,345-25,594

Intangible assets17,093-17,093

Goodwill58,163-58,163

Impairment of goodwill resulting from measurement to FVLCD(31,137)--

Right-of-use assets

13,915-13,932

Total

163,535-177,881

Property, plant, and equipment includes $7.2m of assets, comprised primarily of land and buildings, which are currently being

considered for sale separately to the disposal group. A binding offer of $7.5m has been received for the assets.

-16-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

4Held for sale assets and discontinued operations(continued)

31 January31 January31 July

2024

Unaudited

$'000

2023

Unaudited

$'000

2023

Audited

$'000

Liabilities of disposal group classified as held for sale

Trade, other payables and other current liabilities(24,353)-(42,680)

Current tax liability(4,199)-(2,990)

Lease liabilities(13,420)-(14,337)

Deferred tax liabilities

(1,249)-(604)

Total

(43,221)-(60,611)

(c)Loss on measurement to FVLCD

At 31 January 2024, the net asset value of the Dairyworks disposal group prior to measurement to FVLCD was $151.4m and

fair value less costs of disposal was estimated to be $120.3m (determined with reference to non binding offers received). The

$31.1m shortfall of FVLCD below the net asset value of the disposal group has been recognised as a loss on measurement to

FVLCD and allocated entirely against goodwill, reducing the carrying value to $27.1m. The carrying value of goodwill prior to

the allocation of the loss was $58.2m. No tax benefit has been recognised in respect of the loss.

5Segment reporting

(a)Reportable segments

The Group identifies the following segments:

- Synlait: manufacture and sale of liquid milk and milk powder based products (nutritionals, ingredients, fresh milk, and ultra

heat treatment ('UHT') milk products).

- Dairyworks: manufacture and sale of cheese and other products (cheese, butter).

The accounting policies of the Group have been consistently applied to the operating segments. Net Profit After Tax (NPAT)

is the measure reported to the chief operating decision-maker (the "Board") for the purposes of resource allocation and

assessment of performance for the Group. A consistent measure has been used for the purpose of reporting the

performance of each operating segment. Inter-segment pricing is determined on an arm’s length basis.

(b)Description of segments

The following is an analysis of the Group's revenue and results by reportable segment:

31 January 2024

Unaudited

SynlaitDairyworksEliminationsTotal

$'000$'000$'000$'000

External revenue651,675141,850-793,525

Inter-segment revenue from sale of goods

1,214-(1,214)-

Revenue from sale of goods652,889141,850(1,214)793,525

Net (loss) / profit after tax for the period(70,014)(26,207)-(96,221)

-17-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

5Segment reporting(continued)

The following is an analysis of other financial information by reportable segment:

31 January 2024

Unaudited

SynlaitDairyworksEliminationsTotal

$'000$'000$'000$'000

Finance income184--184

Finance expense(21,527)(1,965)-(23,492)

Depreciation and amortisation(30,527)--(30,527)

Income tax benefit / (expense)24,924(1,880)-23,044

Impairment of CGU(50,343)--(50,343)

Loss on measurement to fair value less costs of disposal-(31,137)-(31,137)

Total assets1,549,812163,535-1,713,347

Total liabilities

(971,246)(43,221)-(1,014,467)

Total net assets

578,566120,314-698,880

31 January 2023

Unaudited

SynlaitDairyworksEliminationsTotal

$'000$'000$'000$'000

External revenue631,224138,604-769,828

Inter-segment revenue from sale of goods

1,105-(1,105)-

Revenue from sale of goods632,329138,604(1,105)769,828

Net profit / (loss) after tax for the period1,4013,412-4,813

Finance income12215-137

Finance expense(13,263)(1,213)-(14,476)

Depreciation and amortisation(26,452)(2,538)-(28,990)

Income tax expense40(1,333)-(1,293)

Total assets1,714,910184,363-1,899,273

Total liabilities

(1,039,581)(44,910)-(1,084,491)

Total net assets

675,329139,453-814,782

-18-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

5Segment reporting(continued)

31 July 2023

Audited

SynlaitDairyworksEliminationsTotal

$'000$'000$'000$'000

External revenue1,320,758282,822-1,603,580

Inter-segment revenue from sale of goods

2,363-(2,363)-

Revenue from sale of goods1,323,121282,822(2,363)1,603,580

Net profit / (loss) after tax for the period(14,144)9,852-(4,292)

Finance income28129-310

Finance expense(29,331)(2,513)-(31,844)

Depreciation and amortisation(55,403)(4,286)-(59,689)

Income tax benefit / (expense)6,123(3,159)-2,964

Total assets1,507,729177,881-1,685,610

Total liabilities

(834,625)(60,611)-(895,236)

Total net assets

673,104117,270-790,374

(c)Geographical revenue

The Group operates in one principal geographical area being New Zealand. Although the Group sells to many different

countries, it is understood that a significant portion of both infant nutritional and ingredients sales are ultimately consumed in

China.

The proportion of sales revenue by geographical area is summarised below:

Period endedYear ended

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

China%6%15%13

Rest of Asia%24%19%25

Middle East and Africa%8%2%5

New Zealand%55%56%49

Australia%5%6%5

Rest of World

%2%2%3

Total

%100%100%100

All Group non-current assets are located in New Zealand, other than $0.1m (31 January 2023: $0.2m, 31 July 2023:

$0.1m) located in China.

(d)Other profit and loss disclosures

Revenues of approximately 52% (31 January 2023: 50%, 31 July 2023: 55%) are derived from the top three external

customers.

-19-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

6Expenses

Period endedYear ended

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

Notes$'000$'000$'000

The following items of expenditure are included in cost of sales:

Depreciation and amortisation22,23319,85941,061

Employee and contractor costs43,13239,26480,585

Energy costs15,93413,96725,376

Freight8,4279,49017,769

Milk transport16,82716,23926,980

Repairs and maintenance8,0817,45218,701

Inventory provisions and write-downs9,73912,37219,796

Provision movements included in inventory provisions and write-

downs:

Increase in inventory provision97816,5126,057

Increase in onerous contracts provision9(595)1,2042,001

The following items of expenditure are included in sales and

distribution expense:

Depreciation and amortisation4,0952,4165,998

Employee and contractor costs10,2408,23617,637

Insurance8377901,609

Freight1,0592,5555,449

Consultancy, legal, and transaction costs4905731,729

Rent and storage1,059440898

The following items of expenditure are included in administrative

and operating expense and ERP implementation costs:

Depreciation and amortisation4,1994,17712,251

Employee and contractor costs15,22317,35333,356

Director fees388413827

Share based payments expense1981081

Consultancy, legal, and transaction costs5,1907,62214,575

Information services and subscriptions4,7384,9769,339

-20-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

7Reconciliation of (loss) / profit after income tax to net cash outflow from operating activities

Period endedYear ended

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

$'000$'000$'000

(Loss) / profit for the period(96,221)4,813(4,292)

Non-cash and non-operating items:

Impairment of Synlait cash generating unit50,343--

Loss on measurement of Dairyworks disposal group to FVLCD31,137--

Depreciation and amortisation of non-current assets27,62926,70454,205

Depreciation of right-of-use assets2,8972,2865,484

(Gain) / loss on sale of property, plant and equipment(241)46(154)

(Gain) / loss on livestock sales(98)69-

Impairment of property, plant and equipment and intangible assets--165

Gain on sale of New Zealand Units-(1,436)(1,769)

New Zealand Units surrendered1,8431,1771,177

Non-cash share based payments expense198156(83)

Interest costs classified as financing cash flow23,43714,47631,846

Interest received classified as investing cash flow(130)(137)(311)

Loss on derecognition of financial assets3,8812,0666,743

Deferred tax(21,021)6,567(4,610)

Loss / (gain) on derivative financial instruments339(739)143

Unrealised foreign exchange loss / (gain)515(31)

(Gain) / loss on revaluation of biological assets(118)(53)183

Movements in working capital:

(Increase) in trade and other receivables(22,299)(48,822)(1,227)

Decrease in prepayments3,6848,6164,900

(Increase) in inventories(79,757)(234,806)(69,565)

(Increase) / decrease in goods and services tax refundable(7,597)(9,336)4,486

(Decrease) / increase in trade and other payables(13,039)107,48511,474

(Increase) / decrease in current tax asset

(3,031)(3,796)273

Net cash (outflow) / inflow from operating activities

(98,113)(124,659)39,037

8Trade and other receivables

The Group has derecognised trade receivables that have been sold pursuant to the terms of receivables purchase

agreements that the Group has entered into with its bankers. The Group has assessed the terms of the agreements and has

determined that substantially all the risks and rewards have been transferred to the respective banks.

-21-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

9Inventories

Period endedYear ended

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

$'000$'000$'000

Raw materials at cost76,880132,07479,497

Raw materials at net realisable value-1,722-

Work in progress at cost73,28655,906111,528

Work in progress at net realisable value2,0555591,062

Finished goods at cost148,343243,19952,725

Finished goods at net realisable value

15,69734,2875,440

Total inventories

316,261

467,747250,252

Raw material inventories at $76.9m (12,822 MT) (31 January 2023: $133.8m, 21,458 MT; 31 July 2023: $79.5M, 12,245 MT)

have decreased from 31 January 2023 due to the reclassification of Dairyworks raw materials inventory to assets held for

sale. The decrease from 31 July 2023 is driven by changes in planned product mix.

Work in progress inventories at $75.3m (11,488 MT) (31 January 2023: $56.5m, 7,727 MT; 31 July 2023: $112.6M, 14,664 MT)

have increased from 31 January 2023 due to higher holdings of Advanced Nutrition base powders. The decrease from 31 July

2023 is due to the consumption of base powders into finished goods inventory.

Finished goods inventories at $164.0m (30,221 MT), (31 January 2023: $277.5m, 47,220 MT; 31 July 2023: $58.2m, 9,117 MT)

have decreased from 31 January 2023 due to higher holdings in the comparative period as a result of shipment delays driven

by ERP implementation challenges, as well as the reclassification of Dairyworks inventory to assets held for sale. The

increase from 31 July 2023 is due to higher holdings of ingredients powders which are typically at higher levels at 31 January

due to normal trends in sales phasing.

The cost of inventories recognised as an expense during the period was $601.4m (31 January 2023: $526.2m, 31 July 2023

$1,158.2m). The cost of inventories recognised as an expense includes $7.4m (31 January 2023: $7.0m; 31 July 2023: $19.8m)

in respect of write downs of inventory to net realisable value.

The total inventory condition provision at reporting date was $9.7m, of which $4.6m related to finished goods, $0.6m to work

in progress, and $4.5m to raw materials (31 January 2023: $12.7m, $5.0m for finished goods, $1.5m for work in progress, and

$6.2m for raw materials; 31 July 2023: $9.6m, $5.9m for finished goods, $1.3m for work in progress, and $2.4m for raw

materials).

In addition, the total onerous contracts provision as at reporting date was $1.4m (31 January 2023: $1.2m; 31 July 2023:

$2.0m).

During the period, the Group changed the method in which it allocates overhead costs to the cost of inventories. This has

been treated as a change in accounting estimate. Refer to note 2 for further information.

10Property, plant and equipment

During the six months ended 31 January 2024, $12.3m has been added to capital work in progress relating primarily to

routine operational capital expenditure. During this period, $35.4m of historical work in progress was capitalised which

related primarily to upgrades to our North Island operations to enable production of plant-based Advanced Nutrition

products.

At 31 January 2024, an impairment charge of $35.7m was also allocated to property, plant, and equipment relating to the

Group's North Island plants. Refer to note 3 for further information.

11Intangible assets

During the six months ended 31 January 2024, $0.7m has been added to intangible work in progress relating primarily to

routine operational capital expenditure. During this period, $0.4m of historical work in progress was capitalised.

-22-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

11Intangible assets(continued)

At 31 January 2024, an impairment charge of $6.0m was allocated to goodwill, resulting in the carrying value of goodwill for

the Synlait CGU being reduced to $nil at 31 January 2024 (31 January 2023: $6.0m). In addition, a $5.6m impairment charge

was allocated pro-rata to remaining intangible assets. Refer to note 3 for further information. Note that goodwill for the period

ended 31 January 2023 includes goodwill attributable to Dairyworks which has been included in the Dairyworks disposal

group at 31 January 2024. Refer to note 4 for further information.

12Loans and borrowings

Period endedYear ended

31 January31 January31 July

2024

Unaudited

$'000

2023

Unaudited

$'000

2023

Audited

$'000

Current liabilities

Working capital facility (syndicated) NZD111,967133,10146,071

Working capital facility (syndicated) USD68,86951,20864,403

Revolving credit facility154,298166,667133,333

Loan facility fees(355)(324)(80)

Subordinated Bond180,000--

Subordinated bond fees

(643)--

514,136350,652243,727

Non-current liabilities

Revolving credit facility75,702--

Loan facility fees(48)--

Subordinated Bonds-180,000180,000

Bond facility fees

-(1,347)(1,002)

75,654178,653178,998

Total loans and borrowings

589,790529,305422,725

The bank loans and working capital facility within the Group are secured under the terms of the General Security Deed dated

26 June 2013, by which all present and future property is secured to ANZ Bank, Bank of China, China Construction Bank,

HSBC, and Rabobank.

The Group facilities include:

- Secured revolving credit facilities of NZD $230m. These facilities step down over time with maturity dates between 31 July

2024 and 1 October 2025.

-A secured working capital facility of NZD $270m, maturing 1 October 2024 together with an NZD $10m on-demand bilateral

facility. This facility is a seasonal facility where the facility limits change at several times during the term of facility.

In addition, the Group is required to make a prepayment of the higher of any Dairyworks sales proceeds and $130m by no

later than 15 July 2024. This prepayment was originally due on 28 March 2024 before an extension was granted by the

banking syndicate on 28 March 2024 (refer to note 17 for further information).

The Group is subject to capital requirements imposed by its bank through covenants agreed as part of the lending facility

arrangements. The Group met all externally imposed capital requirements for the six months ended 31 January 2024 and 31

January 2023 and the twelve months ended 31 July 2023.

-

23-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

12Loans and borrowings(continued)

The following summarises banking covenants effective for the year ending 31 July 2024:

1. Total shareholder funds of no less than NZD $600m at all times. Subsequent to reporting date, the covenant was amended

to a requirement of NZD $400m at all times. It is likely that the shareholder funds requirement will be amended further upon

completion of deleveraging.

2. Working capital ratio of no less than 1.5x at all times.

3. Interest cover ratio of no less than 2.25x for the 31 July 2024 reporting date, increasing to 3.0x for the 31 July 2025

reporting date. Subsequent to reporting date, the ratio was amended to a requirement of 1.75x for the 31 July 2024 reporting

date, with no change to the 31 July 2025 requirement.

4. Leverage ratio of no greater than 3.5x for the 31 July 2024 reporting date, decreasing to no greater than 3.25x on and from

the 31 July 2025 reporting date.

5. Senior leverage ratio of no greater than 2.25x for the 31 July 2024 reporting date.

Retail bonds:

Borrowings under the retail bond programme are supported by a Master Trust Deed and supplemented by the Series

Supplement entered into between the Group and the New Zealand Guardian Trust Company Limited. The retail bonds are

u

nsecured and subordinated and mature on 17 December 2024. At 31 January 2024, the retail bond had a fair value of NZD

$154.1m (31 January 2023: NZD $169.9m, 31 July 2023: NZD $158.8m), based on NZX Debt Market valuation (NZDX).

13 Share capital

The Group had 218,581,661 ordinary shares on issue as at 31 January 2024 (31 January 2023: 218,581,661, 31 July 2023:

218,581,661). There were no shares granted in the period (31 January 2023: nil,

31 July 2023: nil).

14 Related party transactions

P

arent entity

Bri

ght Dairy Holding Limited hold 39.01% of the shares issued by the Synlait Milk Limited (31 January 2023: 39.01%; 31 July

2023: 39.01%). Bright Dairy Holding Limited is a subsidiary of Bright Food (Group) Co. Limited, a State-Owned Enterprise

domiciled in the Peoples Republic of China.

Other related entities

In June 2013 a subsidiary of Synlait Milk Limited, Synlait Milk Finance Limited, was incorporated to hold all banking facilities

for

the Group and related interest rate swaps. Funds are loaned to Synlait Milk Limited and interest is charged at market

ra

tes.

In January 2015, the Group acquired 25% of the shares of Sichuan New Hope Nutritionals, an infant formula company

registered in China. This company owns and markets the “Akara” and “E-Akara” infant formula brands in the Chinese market,

which are exclusively manufactured by Synlait Milk Limited. New Hope Innovation (Hong Kong) Trading Company Limited is a

related entity of Sichuan New Hope Nutritionals and is engaged in the import and export of dairy foods. Main products

include whole milk powder, skim milk powder and whey powder. The company is the Hong Kong arm of the Chinese New

H

ope Dairy group, New Hope Dairy.

In May 2017 Synlait Milk Limited acquired 100% of the share capital of The New Zealand Dairy Company Limited and Eighty

Nine Richard Pearse Drive Limited. The New Zealand Dairy Company Limited was constructing a blending and canning plant

in Auckland, which was subsequently sold to Synlait Milk Limited and Eighty Nine Richard Pearse Drive owned the land and

b

uildings at which the blending and canning plant was being constructed. The land and building were sold in October 2021.

Both companies are now non-trading entities.

In May 2019, Synlait Business Consulting (Shanghai) Co., Ltd was incorporated. The wholly owned foreign entity started

o

perations from 1 August 2019 and the principal activity of the entity is to provide services to assist Synlait to market products

in China.

On 1 April 2020, the Group acquired 100% of the share capital in Dairyworks Limited. Dairyworks Limited specialises in the

processing, packaging, and

marketing of dairy products, including cheese, butter, and milk powder.

On 3 August 2020 Synlait Milk (Holdings) No.1 Limited was incorporated for the purposes of holding newly acquired land

lo

cated adjacent to the Group’s Dunsandel Operations. Synlait Milk (Holdings) No.1 Limited was previously known as Synlait

Milk (Dunsandel Farms) Limited.

-24-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

14Related party transactions(continued)

On 25 May 2022 Synlait Milk (Dunsandel Farms) Limited was incorporated for the purposes of dairy farming operations

on land located adjacent to the Group’s Dunsandel Operations.

(a)Transactions with other related parties

Period endedYear ended

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

$'000$'000$'000

Purchase of goods and services

Bright Dairy and Food Co Ltd - Directors fees133222267

New Hope Innovation (Hong Kong) - Sale of milk powder products---

Sale of goods and services

Bright Dairy and Food Co Ltd - Sale of milk powder products268381,807

Sichuan New Hope Nutritional Foods Co. Ltd - Sale of milk powder

products---

Other---

All transactions with related parties are at arm's length on normal trading terms.

(b)Outstanding balances

The following balances are outstanding at the reporting date in relation to transactions with related parties:

Period endedYear ended

31 January31 January31 July

2024

Unaudited

2023

Unaudited

2023

Audited

$'000$'000$'000

Current receivables

Bright Dairy and Food Co Ltd - Sale of milk powder products--609

Bright Dairy and Food Co Ltd - Reimbursement of costs(1,218)(1,205)(1,118)

Sichuan New Hope Nutritionals Ltd - Sale of milk powder products---

Sichuan New Hope Nutritionals Ltd - Other costs---

New Hope Innovation (Hong Kong) - Sale of milk powder products---

15Contingencies

No contingent liabilities or assets have been recognised in these financial statements (31 January 2023: $nil, 31 July 2023

$nil).

16Commitments

The Group has committed expenditure as at 31 January 2024 for routine operational capital expenditure projects of $4.2m (31

January 2023: $3.2m, 31 July 2023: $0.8m).

The Group has also committed a further investment of $2.8m to a public-private joint venture in which $0.8m has been

invested to date. The joint venture is intended to undertake a portfolio of investments that will help accelerate delivery of

biological emissions tools to all New Zealand farmers.

-25-

Synlait Milk Limited
Notes to the condensed interim financial statements

For the six months ended 31 January 2024

(continued)

17 Events occurring after the reporting period

Amendment of banking facilities

On 28 March 2024 the Group obtained an extension to 15 July 2024 in respect of the $130m loan prepayment which was

originally due on 28 March 2024. The Group also obtained an amendment to the shareholder funds covenant (reduced from

a

requirement of $600m at all times to $400m at all times) and interest coverage ratio (reduced from a requirement of 2.25x

to 1.75x for the 31 July 2024 covenant test).

Financial support from Bright Dairy

On

28 March 2024 the Group received a binding letter of support from Bright Dairy, the ultimate owner of the company’s

major shareholder, which indirectly owns 39.01%

of the shares in Synlait. The letter reinforces Bright Dairy's ongoing support

for Synlait. The letter includes a commitment to participate in a future equity capital raising (if required) and to extend up to a

$130m

inter-company loan at the request of Synlait to ensure short term liquidity requirements can be met, subject to Synlait

and Bright receiving all necessary approvals.

Strategic review of North Island asset

s

On 2 April 2024 the Group announced its decision to undertake a strategic review of its North Island assets, including its

m

anufacturing facility in Pokeno and its blending and canning facility in Auckland. It will explore the highest-value ownership

structure of the assets to maximise value for all shareholders.

The

strategic review is expected to take several months, and there is no certainty that any transaction will result. No

decisions will be made regarding any potential transaction or other outcomes until the completion of the strategic review.

-26-

Independent auditor’s review report
To the shareholders of Synlait Milk Limited

Report on the condensed interim financial statements

Our conclusion

We have reviewed the condensed interim financial statements of Synlait Milk Limited (the “Company”)

and its controlled entities (the “Group”), which comprise the statement of financial position as at 31

January 2024, and the income statement, the statement of comprehensive income, the statement of

changes in equity and the statement of cash flows for the six month period ended on that date, and

selected explanatory notes.

Based on our review, nothing has come to our attention that causes us to believe that the

accompanying condensed interim financial statements of the Group do not present fairly, in all material

respects, the financial position of the Group as at 31 January 2024, and its financial performance and

cash flows for the six month period then ended, in accordance with International Accounting Standard

34Interim Financial Reporting(IAS 34) and New Zealand Equivalent to International Accounting

Standard 34Interim Financial Reporting(NZ IAS 34).

Material uncertainty related to going concern

We draw attention to Note 2 of the condensed interim financial statements, which indicates that the

Group incurred a loss for the period of $96.2m and operating cash outflows of $98.1m for the six

month period ended 31 January 2024 and that its current liabilities exceed its current assets by

$204.9m as at that date. $514.1m of borrowings are classified as current liabilities and are due for

repayment or refinancing in the next twelve months from the date of these condensed interim financial

statements.

The ability of the Group to continue trading as a going concern is dependent on the ability of the

Directors to successfully execute an equity raise in combination with other deleveraging options by 31

July 2024 in order to meet its $130m mandatory prepayment obligation on 15 July 2024, banking

covenant requirements and improve the Group’s credit quality sufficiently to retain the support of the

Group’s banking syndicate and allow for successful repayment or refinancing of its banking facilities

and the $180m unsecured subordinated senior bond due within the next 12 months. A key element of

a successful equity raise and any of the other deleveraging options is the support of the Group’s major

shareholder, Bright Dairy. As explained in Note 2, the outcome and timing of deleveraging plans and

resulting impact on banking syndicate support are subject to material uncertainties, including unknown

future events that are not entirely within the Directors’ control. These events and conditions, along with

the other matters set forth in Note 2, indicate that material uncertainties exist that may cast significant

doubt on the Group’s ability to continue as a going concern. Our conclusion is not modified in respect

of this matter.

Emphasis of matter - impairment of Synlait Cash Generating Unit

We draw attention to Note 3 to the consolidated interim financial statements which describes the key

assumptions used in the impairment model of the Synlait Cash Generating Unit and that a $50.3m

impairment loss has been recognised during the period.

Note 3 also indicates that the assessment of the value-in-use calculation is highly sensitive to various

assumptions. There are significant uncertainties that can impact the key assumptions, and as a result

the magnitude of the impairment. These relate to a dispute with a key customer of the Group (The a2

Milk Company), increasing competition from domestic Advanced Nutrition brands in the key China

market resulting in pricing pressure, delays in the onboarding of new Advanced Nutrition customers,

future milk supply and other macroeconomic factors. The outcome of these uncertainties could

materially impact the value-in-use recoverable amount both positively and negatively. Our conclusion

is not modified in respect of this matter.

PricewaterhouseCoopers, PwC Centre, 60 Cashel Street, PO Box 13-244, Christchurch 8141 New Zealand

T: +64 3 374 3000,www.pwc.co.nz

-27-

Basis for conclusion
We conducted our review in accordance with the New Zealand Standard on Review Engagements

2410 (Revised)Review of Financial Statements Performed by the Independent Auditor of the Entity

(NZ SRE 2410 (Revised)). Our responsibilities are further described in theAuditor’s responsibilities for

the review of the condensed interim financial statementssection of our report.

We are independent of the Group in accordance with the relevant ethical requirements in New

Zealand relating to the audit of the annual financial statements, and we have fulfilled our other ethical

responsibilities in accordance with these ethical requirements. In addition to our role as auditor, our

firm carried out a non audit service for the Group in the area of a limited scope logistics benchmarking

review. The provision of this other service has not impaired our independence.

Responsibilities of Directors for thecondensed interimfinancial statements

The Directors of the Company are responsible on behalf of the Company for the preparation and fair

presentation of these condensed interim financial statements in accordance with IAS 34 and NZ IAS

34 and for such internal control as the Directors determine is necessary to enable the preparation and

fair presentation of the condensed interim financial statements that are free from material

misstatement, whether due to fraud or error.

Auditor’s responsibilities for the review of the condensed interim financial statements

Our responsibility is to express a conclusion on the condensed interim financial statements based on

our review. NZ SRE 2410 (Revised) requires us to conclude whether anything has come to our

attention that causes us to believe that the condensed interim financial statements, taken as a whole,

are not prepared in all material respects, in accordance with IAS 34 and NZ IAS 34.

A review of condensed interim financial statements in accordance with NZ SRE 2410 (Revised) is a

limited assurance engagement. We perform procedures, primarily consisting of making enquiries,

primarily of persons responsible for financial and accounting matters, and applying analytical and other

review procedures. The procedures performed in a review are substantially less than those performed

in an audit conducted in accordance with International Standards on Auditing and International

Standards on Auditing (New Zealand) and consequently does not enable us to obtain assurance that

we might identify in an audit. Accordingly, we do not express an audit opinion on these condensed

interim financial statements.

Who we report to

This report is made solely to the Company’s shareholders, as a body. Our review work has been

undertaken so that we might state those matters which we are required to state to them in our review

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 review procedures,

for this report, or for the conclusion we have formed.

The engagement partner on the review resulting in this independent auditor’s review report is

Elizabeth Adriana (Adri) Smit.

For and on behalf of:

Chartered AccountantsChristchurch

2 April 2024

PwC

-28-

---

HALF YEAR RESULTS
INVESTOR PRESENTATION

For the six months ended 31 January 2024

123
DELEVERAGING PLAN TO ADDRESS

MATERIAL UNCERTAINTIES

• Banking syndicate remains supportive with

recent amendments to banking faciliites.

• Letter of support received from Bright Dairy.

• North Island assets strategic review

commenced.

• Equity raise preparations underway.

• Dairyworks sale process ongoing.

• Alternative financing options being

considered.

• Siginficant loan repayments will fall due

over the next 12 months. $514m of debt

at 31 January 2024 was classified as

repayable within the next 12 months.

This includes $180m of subordinated

retail bonds and $334m of senior debt.

• Successful execution of deleveraging

options will be required to meet

repayment obligations. Without successful

deleveraging, Synlait may not be able to

meet financial obligations as they fall due.

• There will be material uncertainties

associated with the timing and outcome

of these deleveraging options.

• All stakeholders are encouraged to read

note 2 of the financial statements for

further information relating to material

uncertainties and going concern.

STRENGTHENED LEADERSHIP

AND GOVERNANCE

• The search for a new Independent

Director is complete with the appointment

of George Adams in March 2024.

• Smaller Executive Leadership Team (ELT)

will increase alignment, reduce costs, and

accelerate growth.

BUSINESS RECOVERY PLAN

WELL PROGRESSED

• Initiatives split across balance sheet,

volume growth and performance

optimisation.

• Continued commitment to paying a

competitive farmgate milk price.

PAGE 3

MATERIAL

UNCERTAINTIES EXIST

PAGE 22

PAGE 26

PAGE 2HALF YEAR RESULTS INVESTOR PRESENTATION 2024

KEY TAKEAWAYS FROM TODAY

RESET WELL PROGRESSED

DELEVERAGING PLAN IN PLACE
Synlait has a clear deleveraging plan to reduce total debt to a sustainable level.

The banking syndicate remains supportive, with amendments confirmed:

Balance sheet options narrowed

Synlait well supported

• Synlait will undertake a strategic review of its world-class North

Island assets, including its manufacturing facility in Pokeno and

its blending and canning facility in Auckland.

• The strategic review will explore the highest-value ownership

structure of the assets to maximise value for all shareholders.

• The strategic review is expected to take several months, and

there is no certainty that any transaction will result. No decisions

will be made regarding any potential transaction or other

outcomes until the completion of the strategic review.

• Synlait remains committed to its core strategic focus, producing

world-class Advanced Nutrition products and growing its

Foodservice cream business.

• Synlait remains in discussions with potential purchasers, but no

sale has been completed or is assured.

• This is a high value business and the Board will ensure the best

possible return is achieved for shareholders.

• Synlait is progressing with an equity raise as a key option

alongside the outcome of the strategic review of the North Island

assets.

• Given that Synlait’s share price is trading at a significant discount

to its net tangible asset value, the Board believes that asset

realisation should be progressed to produce maximum value for

shareholders. Equity raise remains an option under consideration

by the Board in parallel to achieve deleveraging of Synlait’s

balance sheet.

• Extension of the $130 million prepayment from 28 March 2024 to no later than 15 July 2024.

• An additional $30 million of short-term funding from 28 March 2024 to 27 June 2024.

• The Board has received a letter of support from Bright Dairy, which owns 39.01% of Synlait, that

reinforces its ongoing support for the company.

• Amendment of the shareholders’ funds covenant from $600 to $400 million (an ‘at all times’ covenant).

• Amendment of the interest cover ratio is reduced from 2.25x to 1.75x for FY24.

Bright Dairy letter of support received.

• The letter includes a commitment to participate in a future equity capital raising (if required) and to

extend a loan at the request of Synlait, subject to Synlait and Bright receiving all necessary approvals.

Dairyworks sale process ongoing

3

Equity raise

2

North Island assets strategic review commenced

1

PAGE 3HALF YEAR RESULTS INVESTOR PRESENTATION 2024

STRONGER SITE CONTRIBUTION NEEDED
UNDERPINNING NORTH ISLAND ASSETS STRATEGIC REVIEW

A stronger contribution from Synlait’s North Island assets is needed by filling capacity with new customers and/or increasing volumes from existing customers

or by divesting (partially or fully) assets.

Revenue*

FY17FY19FY21FY23FY18FY20FY22FY24

North IslandSouth Island

Production Volume*

FY17FY19FY21FY23FY18FY20FY22FY24

North IslandSouth Island

* Revenue and production volume in the graphs represent the Synlait reportable segment only (i.e., excluding Dairyworks and eliminations).

PAGE 4HALF YEAR RESULTS INVESTOR PRESENTATION 2024

KEY FINANCIAL METRICS
3%

TOTAL GROUP REVENUE

$

793.5M

8%

NET DEBT

$

559.0M

47%

TOTAL GROSS PROFIT

$

43.6M

$26.5M

OPERATING CASHFLOW

(

$

98.1M)

48%

CAPITAL EXPENDITURE²

$

1 7. 5M

$101.0M

TOTAL GROUP NPAT

(

$

96.2M)

$31.7M

ADJUSTED/UNDERLYING TOTAL

GROUP NPAT

1

(

$

1 7. 4M)

$31.6M

TOTAL GROUP EBITDA

$

19.9M

$26.4M

ADJUSTED/UNDERLYING TOTAL

GROUP EBITDA

1

$

36.1M

5%

FORECAST AVERAGE MILK PRICE FOR

2023/2024 SEASON

$

8.09kgMS

5%

FORECAST BASE MILK PRICE FOR

2023/2024 SEASON

$

7.80kgMS

All comparisons are against HY23 (except for milk price which is against FY23) and include the results of Dairyworks which has been treated as a discontinued operation.

1 Refer to page 8 for a reconciliation of adjusted NPAT and EBITDA.

2 Based on cash outflow for investing activities.

Half Year Adjusted NPAT ($17.4) million, in line with guidance.

HALF YEAR RESULTS INVESTOR PRESENTATION 2024

FINANCIAL
PERFORMANCE

Robert Stowell

Chief Financial Officer

Synlait has recognised an impairment
charge of $50.3 million, which was

ultimately driven by underutilisation of

its North Island manufacturing facilities.

This includes the Pokeno manufacturing

facility, Auckland blending and canning

facility, and related warehousing.

A $31.1 million adjustment was recorded

to write-down the net assets of

Dairyworks to fair value less costs of

disposal. The write-down reflects the

value of non-binding offers received.

A significant change in the basis

of inventory overhead allocation

methodology was initially treated and

forecasted as an accounting policy

change based on external accounting

advice received, however was revised

to be reflected as a change in estimate

based on a technical interpretation of the

accounting standards by our auditors,

resulting in HY24 NPAT experiencing a

non-cash adverse impact of $8.4 million

($11.6 million pre-tax).

PRODUCT COSTING

IMPROVEMENTS

SYNLAIT

IMPAIRMENT 

DAIRYWORKS FAIR

VALUE WRITE DOWN

123

HY24 WAS SIGNIFICANTLY IMPACTED BY

THREE NON-CASH ACCOUNTING ADJUSTMENTS

For the half year to 31 January 2024, Synlait reported a net loss after tax of ($96.2) million. The adjusted net loss after tax was ($17.4) million,

which is inside the guidance range released in February 2024. HY24 was significantly impacted by these three non-cash accounting adjustments.

PAGE 7HALF YEAR RESULTS INVESTOR PRESENTATION 2024

SYNLAIT’S HY24 RESULT
Adjusted NPAT movement ($ millions)

HY23 Adjusted

NPAT

HY24 Adjusted

NPAT

Adjusted

Ingredients

Margin

Adjusted

Advanced

Nutrition Margin

Adjusted

Consumer

Margin

Adjusted Other

margin & Other

Income

Adjusted

SG&A Costs

Adjusted

Financing Costs

Adjusted

Income Taxes

(11.0)

(20.8)

14.3

(0.8)

1.6

0.4

(13.0)

11.8

(17.4)

On an adjusted basis, the half-year result was impacted by a less favourable market environment for the

ingredients business, unfavourable FX, lower Advanced Nutrition volumes, and higher inventory write-downs,

operational expenditure, and financing costs. Key differences between reported and adjusted profit were the

impairment of North Island facilities, Dairyworks fair value measurement adjustment, and the impact of an

improved product costing methodology.

Ingredients

• Overall margin ($20.8m) adverse to HY23.

• Volumes up 22,426 MT (60%) as ERP stabilisation

challenges from HY23 did not impact HY24,

providing benefit of $5.7m. 

• Margin down ($26.5m) due to significantly lower

SMP/AMF lead bucket, adverse butter price

differentials, unfavourable sales phasing, adverse

FX and higher sales of downgrade product.

Advanced Nutrition

• Overall margin ($11.0m) adverse to HY23.

• Sales volumes down 1,541 MT due to demand and

phasing changes resulting in an impact of ($9.4m). 

• Margin down ($1.6m) on a net basis due to FX and

a softening lactoferrin market.

Consumer

• Overall margin ($0.8m) adverse to HY23.

• Volumes up 2,305 MT, driven by 1,635 MT

increase in Dairyworks volumes due to higher

market share.

• Absolute margin decreased slightly due to lower

retail prices.

Financing Costs

• ($13.0m) increase in financing costs due to rising

interest rates, higher average net debt balances,

new North Island warehouse lease, and reduction

in capitalised interest due to lower capital spend.

¹ These items have been excluded as they do not reflect future operating expenses or revenue and will be inconsistent in

amounts and frequency, making it difficult to contribute to a meaningful evaluation of Synlait’s operating performance.

² HY23 adjusted NPAT has been restated as if the product costing methodology had been applied consistently for both periods.

This has resulted in HY23 adjusted NPAT increasing to $14.3m from $8.9m. Refer to page 33 for further information.

Reconciliation of reported to adjusted NPAT ($ millions)

HY24HY23²

Reported NPAT(96.2)4.8

Items affecting comparability¹:

Impairment of Synlait Milk Cash Generating Unit (CGU)50.3-

Loss on fair value measurement of Dairyworks disposal group31.1-

Impact of improved product costing methodology²11.67. 5

Depreciation savings due to classification of Dairyworks as held for sale(2.6)-

Customer contract dispute and transaction costs1.9-

Costs of Red Sea shipping disruption0.4-

Inventory losses resulting from ERP implementation2.3-

ERP implementation costs-5.9

Interest costs attributable to ERP implementation-2.2

Gain on ineffective hedges-(1.0)

Gain on sale of emissions trading scheme credits-(1.4)

Tax impact of above items(16.2)(3.7)

Total NPAT adjustment78.89.5

Adjusted NPAT(17.4)14.3

Reported EBITDA19.951.5

Adjusted EBITDA36.162.5

PAGE 8HALF YEAR RESULTS INVESTOR PRESENTATION 2024

INGREDIENTS PERFORMANCE
Ingredients sales volumes returned to normal levels after ERP stabilisation challenges impacted HY23

volumes. Profitability was down due to less favourable market conditions and FX, reduced lead bucket

advantage, and higher volumes of downgrade product and operational costs.

Performance ($)

Volumes (MT)

Sales

Revenue/MT

Closing

Inventory

Gross Profit/MT

Production

Costs/MT

72,028

37,234

59,661

5,882

6,777

4,908

87,812

71,882

79,724

5,633

6,180

4,885

34,656

42,368

25,543

249

597

23

HY22

HY23

HY24

HY22

HY23

HY24

Due to the change in product costing methodology, historical and current performance has been

normalised to ensure comparability and consistency of performance measures. This has resulted in a

decrease to gross profit of ($1.1m) for HY24, ($10.3m) for HY23 and ($16.8m) for HY22. Refer to page 33

for further information.

Sales Performance

Revenue up 16% (HY24: $293m, HY23: $252m) driven by: 

• Volumes up 60% (HY24: 59,661 MT, HY23: 37,234

MT) as HY23 was impacted by ERP stabilisation

challenges. 

• Revenue per MT reduced (HY24: $4,908/MT,

HY23: $6,777/MT) due to lower commodity prices,

which drove a lower milk price.

• Product mix mainly comprised of SMP/AMF

(HY24: 81%, HY23: 90%). The SMP/AMF mix

outperformed WMP, but was significantly lower

than HY23 resulting in lower revenue per MT.  

Gross Profit Performance

Gross Profit down 94% or $20.8m (HY24: $1.4m,

HY23: $22.2m) driven by:

• Lead bucket advantage reducing half-on-half.

• Butter differential vs our AMF product mix.

Synlait does not produce butter.

• Unfavourable FX performance compared to the

prior year.

• Higher sales volumes of downgrade product.

Manufacturing Performance

Production volumes up 11% (HY24: 79,724 MT,

HY23: 71,882 MT) driven by:

• Lower Advanced Nutrition base powder

production in HY24, providing higher capacity for

production of Ingredients products.

• Costs of sales decreased (HY24: $4,885/MT,

HY23: $6,180/MT) due to the lower milk price,

partially offset by higher manufacturing costs. 

Balance Sheet

Closing inventory decreased 40% (HY24: 25,543 MT,

HY23: 42,368 MT) due to HY23 being impacted

by shipping delays brought on by ERP stabilisation

challenges and improved sales delivery management.

PAGE 9HALF YEAR RESULTS INVESTOR PRESENTATION 2024

ADVANCED NUTRITION PERFORMANCE
Volumes and profitability have been phased towards the second half. Margins are down on lower lactoferrin

volumes and a softening lactoferrin market, higher operational costs, and unfavourable FX performance.

Performance ($)

Volumes (MT)

Sales

Revenue/MT

Closing

Inventory

Gross Profit/MT

Production

Costs/MT

13,774

17,415

15,874

12,693

13,267

14,402

8,475

17,795

13,936

9,061

10,754

12,339

7,259

10,545

15,362

3,632

2,512

2,063

HY22

HY23

HY24

HY22

HY23

HY24

Sales Performance

Revenue was flat half-on-half (HY24: $229m,

HY23: $231m); while sales volumes reduced. 

• Increase in revenue per MT driven by updated

pricing which reflects recent significant increases

in raw materials and packaging prices, offset by

overall reduction in volume.

• Sales volumes are down due to reductions and

deferrals in demand.

Gross Profit Performance

Decrease in gross profit performance of 25% or $11.1m

(HY24: $32.7m, HY23 $43.8m) driven by: 

• Reduction in overall sales volumes in HY24, falling

1,541 MT on reductions and deferrals of demand.

• Lactoferrin sales volumes deferred to the second

half and impacted by a softer market (HY24: 3 MT,

HY23: 7 MT).

• FX headwinds in a falling market, which resulted

in lower margins.

• Higher fixed cost base established to support

production at the North Island manufacturing

facilities. The cost base is designed to support

significantly higher production than current levels

and is contributing to significant under-recoveries

of overhead costs. 

Manufacturing Performance

Production volumes down 22% (HY24: 13,936 MT,

HY23: 17,795 MT) driven by:

• HY23 included Advanced Nutrition base powder

production required to accommodate the State

Administration for Market Regulation (SAMR)

license re-registration. 

• Additionally, HY23 opened with lower Advanced

Nutrition base powder inventories and therefore

required additional production to meet ongoing

demand.

• Cost of sales increases due to significant

increases in raw materials and packaging prices,

product mix, and higher operational costs.

Balance Sheet

Closing inventory increased 46% (HY24: 15,362 MT,

HY23: 10,545 MT), and is comprised mostly of work

in process Advanced Nutrition base powder which

will be consumed into finished goods over the

balance of the year. HY23 balances were lower than

normal as we ran down closing stock balances prior

to the SAMR re-registration.

Due to the change in product costing methodology, historical and current performance has been

normalised to ensure comparability and consistency of performance measures. This results in an

increase to gross profit of $12.8m in HY24, $17.6m in HY23 and $22.6m in HY22. Refer to page 33 for

further information.

PAGE 10HALF YEAR RESULTS INVESTOR PRESENTATION 2024

CONSUMER FOODS PERFORMANCE
Performance was largely consistent with a slight volume increase offset by lower prices and costs rising at a

faster rate than revenues.

Performance ($)

Volumes (MT)

Sales

Revenue/MT

Closing

Inventory

Gross Profit/MT

Production

Costs/MT

30,400

28,238

30,543

4,894

5,813

5,393

26,564

26,551

28,964

4,637

5,204

4,854

2,388

2,555

2,215

257

610

539

HY22

HY23

HY24

HY22

HY23

HY24

Due to the change in product costing methodology, historical and current performance has been

normalised to ensure comparability and consistency of performance measures. This does not result

in a material change to gross margins. Refer to page 33 for further information.

Sales Performance

Revenue flat half-on-half (HY24: $165m, HY23: $164m)

driven by: 

• Increased volumes up 8% (HY24: 30,543 MT,

HY23: 28,238 MT) on improved market share

and customer demand.

• Offset by falling commodity prices resulting in

lower revenue per MT.

Gross Profit Performance

Decrease in gross profit performance of 4%

(HY24: $16.5m, HY23 $17.2m).

• Fresh milk, UHT, and cream margin down ($2.2m),

driven by lag pricing mechanisms. In a rising milk

price environment margins are temporarily reduced

as the cost of milk rises before pricing updates.

This reverses in a falling milk price environment. 

• Dairyworks margin, excluding held-for-sale

accounting adjustments, is up $1.5m on increased

market share and growth into Australian and South

East Asian markets.

Manufacturing Performance

Production volumes up 9% (HY24: 28,964 MT,

HY23: 26,551 MT) driven by:

• Increased demand for fresh milk and cream

in the first half.

• Dairyworks increase in production following

increase in market share.

Balance Sheet

Closing inventory reduced slightly. Note that

bulk cheese which is held as a raw material in

Dairyworks did increase half-on-half due to holding

requirements to support capital works initiatives across

the Christmas period (HY24: $55.7m, HY23 $33.6m).

PAGE 11HALF YEAR RESULTS INVESTOR PRESENTATION 2024

FOODSERVICE PERFORMANCE
The first six months of commercial production of UHT cream is complete. While higher than expected start-up

costs have impacted financial performance, Synlait expects future volume growth to drive profitability.

Performance ($)

Volumes (MT)

Sales

Revenue/MT

Closing

Inventory

Gross Profit/MT

Production

Costs/MT

218

1,744

5,110

5,151

328

1,648

5,681

5,105

202

263

(570)

47

829

HY23

HY24

HY23

HY24

HY24 normalised for start-up costs

Sales Performance

• Revenue per MT remained stable, while overall

revenue rose from significant growth in volumes on

commercialisation of initial volumes (HY24: $9.0m,

HY23: $1.1m).

Gross Profit Performance

• Positive gross profit due to first six months of

commercial sales.

• Underlying profitability rises to $829/MT after

excluding the $1.4m of start-up costs, production trials

and downgrades, which aligns with expectations.

• Profitability expected to grow with scale of volumes,

capability building, alongside manufacturing

efficiencies.

Manufacturing Performance

• Production volumes up 402% (HY24:

1,648 MT, HY23: 328 MT) due to product

commercialisation.

• Cost per MT fell as economies of scale

improved.

Balance Sheet

• Closing inventory increased slightly and

remained low due to the product’s fast turnover.

Due to the change in product costing methodology, historical and current performance has been

normalised to ensure comparability and consistency of performance measures. This results in a

decrease to gross profit of ($0.1m) in HY24 and an increase of $0.2m in HY23. Refer to page 33 for

further information.

PAGE 12HALF YEAR RESULTS INVESTOR PRESENTATION 2024

SG&A AND MANUFACTURING COSTS
SG&A costs reduced $5.0m driven by the resolution of ERP stabilisation challenges, which impacted HY23.

Manufacturing costs, which increased $13.7m, continued to be a challenging area driven by higher energy

and employee costs as well as continued inflationary cost pressures.

SG&A and ERP cost movement ($ millions)

Manufacturing cost movement ($ millions)

$5.0m total reduction in SG&A and ERP costs

$13.7m total increase in manufacturing overhead costs

HY23

HY23

HY24

HY24

Rent

Depreciation

Legal

Milk Supply

Distribution

Energy

Consultancy

Cost

Reductions

Depreciation

Dairyworks

Employee

Costs

Other

Dairyworks

1.7

0.7

63.9

152.2

1 .1

2.0

2.4

3.9

1.2

3.2165.9

1.4

(1.5)

(3.9)

(3.9)

0.658.9

SG&A and ERP Costs

Movements compared to HY23 include:

• Rent and depreciation up $2.4m driven by the new

North Island warehouse lease and one-off storage

costs relating to North Island facility upgrades.

• Legal up $1.4m driven by an ongoing dispute with

a key customer.

• Distribution costs were lower by $1.5m and

consultancy lower by $3.9m due to HY23 including

significant one-off costs in relation to challenges

encountered with the go-live of the ERP system.

• Consultancy spend also benefited from ongoing

efforts to reduce reliance on costly external

consultants. 

• Other cost reductions of $3.9m across the entire

SG&A cost base resulted from the first phase of

our cost-out programme and the resolution of ERP

stabilisation challenges encountered in HY23. 

• Dairyworks up $0.6m due mainly to wage inflation

and higher volumes sold. 

There will continue to be significant focus on

achieving further SG&A cost reductions over the

second half of FY24.

Manufacturing Costs

Increases compared to HY23 include:

• Milk supply costs up $1.1m due to higher milk

transport costs and incentives. 

• Energy costs up $2.0m due to higher energy prices

and clean energy initiatives. 

• Depreciation up $2.4m due to commissioning of

North Island facility upgrades to enable production

of plant-based Advanced Nutrition products. 

• Employee costs (including independent contractors)

up $3.9m, driven by impact of annual wage increases

and higher staffing in the North Island to enable

production. 

• Other comprises several cost savings and cost

increases which largely offset. 

• Dairyworks costs up $3.2m because of costs to

support facility upgrades and higher production

and sales volumes.

First half costs increased ahead of demand, which has

been slow to materialise due to reductions and deferrals

in Advanced Nutrition demand and production delays

which impacted UHT cream sales.

The forward-looking business recovery plan is well

progressed and includes a range of performance

optimisation initiatives which will reduce costs and lift

manufacturing and quality performance.

PAGE 13HALF YEAR RESULTS INVESTOR PRESENTATION 2024

CASH FLOW AND NET DEBT
Net debt ended at $559.0, or $145.5m higher than FY23, due to seasonal inventory build, challenging

operational performance, and higher financing costs.

HY22HY24

11.5

(69.6)

117.2

(124.7)

(98.1)

447.4

485.1

391.8

518.6

559.0

Net cash from operating

activities ($ millions)

Net debt

($ millions)

HY20H120H122HY21H121H124HY23H123

Net debt movement ($ millions)

FY23


Net Debt

Operating

Cash Flow

HY24


Net Debt

CAPEX

Interest

Leases and

Other

98.1

17.5

27.3

2.6

413.5

559.0

Operating Cash Flows

Operating cash flows improved by $26.5m (HY24: ($98.1m),

HY23: ($124.7m)) driven by:

• HY24 not being impacted by the ERP stabilisation

challenges which resulted in significantly higher than

normal inventory levels in HY23.

• This was offset by Synlait’s challenging operational

performance. 

Capital Expenditure 

CAPEX down 48% (HY24: $17.5m, HY23: $33.5m) driven by: 

• Completion of the Synlait Pokeno upgrade which was

commissioned over August and September 2023.

• A return to normal levels of operational capital

expenditure. Operational capex is being closely

monitored with a significant focus on ensuring cash is

invested only in essential or high-return projects.

Financing Costs

Higher interest costs adversely impacted net debt by

$27.3m. This is up by $8.4m on HY23 due to:

• Higher interest rates (impact of $4.1m).

• Higher debt load (impact of $3.0m) due to poor

operational performance and seasonal build of

inventories.

• Higher interest costs on newly entered leases

(impact of $1.3m).

Net Debt

Net debt is $145.5m higher than FY23 due to poor

operational performance, seasonal inventory build and

higher financing costs.

$145.5m total increase over last 6 months

PAGE 14HALF YEAR RESULTS INVESTOR PRESENTATION 2024

DEBT FACILITIES AND BANKING COVENANTS
Synlait’s banking syndicate remains supportive through what has been a challenging period of financial performance and divestment of assets, as reflected

in recent amendments to key financial covenants and extension of the prepayment of at least $130m from no later than 28 March 2024 to 15 July 2024.

Synlait has syndicated bank facilities with ANZ Bank, Bank of China, China

Construction Bank, HSBC and Rabobank. ANZ Bank are Syndicate Lead.

The syndicated banking facilities were amended on 28 March 2024 reflecting recent

underperformance of the business and delays in deleveraging. The amended facilities

reflect the syndicate’s ongoing support for Synlait.

The secured facilities are summarised as follows:

1. Working capital facility of $270m, maturing 1 October 2024, together with a $10m

on-demand bilateral facility. The facility is seasonal where the facility limit changes at

several times during the term of the facility.

2. Revolving credit facilities of $230m. These facilities also step down over time with

maturity dates between 31 July 2024 and 1 October 2025.

In addition, the Group is required to make a repayment of at least $130m by no later than

15 July 2024 (previously no later than 28 March 2024).

Synlait also has borrowings through retail bonds:

Synlait currently has $180m of five-year unsecured subordinated fixed rate bonds which

were listed on the NZX Debt Market in December 2019, and mature on 17 December 2024.

Synlait has key financial covenants in place with its banking syndicate.

Covenants for the facilities as recently amended are:

1. Total shareholder funds of no less than NZD $400m at all times (previously $600m).

2. Working capital ratio of no less than 1.5x at all times.

3. Interest coverage ratio of no less than 1.75x for the 31 July 2024 reporting date

(previously 2.25x), increasing to 3.0x for the 31 July 2025 reporting date.

4. Leverage ratio of no greater than 3.5x for the 31 July 2024 reporting date,

decreasing to no greater than 3.25x on and from the 31 July 2025 reporting date.

5. Senior leverage ratio of no greater than 2.25x for 31 July 2024.

PAGE 15HALF YEAR RESULTS INVESTOR PRESENTATION 2024

Grant Watson
Chief Executive Officer

BUSINESS

UPDATE

FY24 and FY25 Strategic Priorities
ADVANCED NUTRITION

Leadership

• New Chief Revenue Officer (CRO) role has been

established. Naiche Nogueira, previously the Director of

Advanced Nutrition, has been appointed to this role.

• Naiche is responsible for the Advanced Nutrition

and Ingredient businesses, Innovation, New Product

Development, Programme Management and Regulatory

teams.

• The CRO role will reduce complexity through a single point

of customer contact across the Advanced Nutrition and

Ingredients business units.

Business Development

• Dairy/non-dairy hybrid nutrition products now being exported

to a range of Asia Pacific markets in various can and flexible

packaging formats.

• Trials and audits underway to produce infant formula base

powder for South East Asian markets, following signing of

Memorandum of Understanding with a new prospective

customer.

• Continuing to diversify markets and categories in the

lactoferrin business (e.g. adult, general food) to reduce

Synlait exposure to price volatility and address greater

demand.

• Expanding portfolio into Essential Nutrition, addressing

customer and consumer needs within strategic markets.

EARLY LIFE NUTRITIONADULT NUTRITION

Sport

nutrition

Clinical

nutrition

Active

nutrition

Healthy

ageing

Maternal

nutrition

Infant

nutrition

Child

nutrition

Essential

nutrition

Lactoferrin and

specialty ingredients

ADVANCED INGREDIENTS

ADVANCED NUTRITION – LIFE STAGE NUTRITION

Deliver compelling value to two

cornerstone strategic customers.

Grow Early Life and Adult Nutrition

business in China and South East Asia.

Diversify specialty ingredient product

categories and customers.

PAGE 17HALF YEAR RESULTS INVESTOR PRESENTATION 2024







FOODSERVICE

Business Development 

• Joyhana China sales volumes delivering against

growth expectations. This partnership with Sinodis

has achieved strong market recognition in China.

• Global food company Uhrenholt confirmed the first

UHT cream order for April 2024 production under

its Emborg brand (see photo below). Uhrenholt

launches into South East Asia in May 2024.

• South East Asia is a key growth region for Synlait

due to its economic growth, urbanisation, and the

expansion of China brands and route to market

partners.

• An innovation pipeline is underway to bring

the second generation of Joyhana to market in

December 2024.

Joyhana Market Recognition

• Joyhana has been showcased across a wide range

of local food shows and demonstrations in China

and has been well received.

• The Synlait and Joyhana stand received the

Excellent Exhibitor award at the China International

Import Expo (October 2023).

Synlait on display during the sixth annual China

International Import Expo in Shanghai (top).

Joyhana cream on display (bottom).

PAGE 18HALF YEAR RESULTS INVESTOR PRESENTATION 2024

Joyhana UHT cream, manufactured

by Synlait for Sinodis (bottle 1).

Urhenholt branded cream, Emborg,

manufactured by Synlait (bottle 2).

FY24 and FY25 Strategic Priorities

Grow market share and distribution

in China and South East Asia.

Expand innovation pipeline (beverage

cream and other functional creams).

Category expansion (partnering

approach in medium-to-long term).

Leadership
• Ingredients business now reports to Chief Revenue

Officer (see page 17 for further detail).

Business Development

• New five-year co-investment partnership with

Nestlé announced via Lead With Pride™ to support

Synlait farmer suppliers with on-farm sustainability,

by providing investment in new emissions

reduction tools.

• Significant increase in higher margin, multi-year

contracts with multinational customers.

FY24 and FY25 Strategic Priorities

The ingredient strategy is unchanged and is delivering

to plan. It remains focused on:

INGREDIENTS

PAGE 19

Optimising product mix, delivering premiums

above Global Dairy Trade, sales phasing,

and growing its value-added portfolio.

Further reducing operational complexity

and continuing to optimise cost base.

Commercialising Synlait’s sustainability

credentials.

Synlait CEO Grant Watson and Nestlé Global Chief Procurement Officer Patricia

Stroup launching the unique three-way partnership between Nestlé, Synlait, and

its farmer suppliers to help fund innovative on-farm emissions reduction tools.

PAGE 19HALF YEAR RESULTS INVESTOR PRESENTATION 2024

Dairyworks Sale Ongoing
• Synlait remains in discussions

with purchasers, but no sale has

been completed or is assured.

• This is a high value business

and the Synlait Board will

ensure the best possible return

for shareholders.

• Dairyworks EBITDA

performance continues to track

positively towards budget

expectations, this will be

materially higher than FY23.

Capital Improvements

• Capital improvements made

to enable greater labour

efficiencies, health and safety

improvements, and quality at

the Dairyworks processing

facility are ongoing and support

overall optimising efficiencies

for future productivity.

Business Development –

Local

• Focus has been on sustainable

packaging development for

Dairyworks’ offerings and other

customers’ brands. Examples

include New Zealand domestic

private label (i.e., recyclable and

reduced plastic use packaging)

and changes to the New Zealand

regulatory landscape via the new

Plain English Allergen Labelling

(PEAL) rules.

• The Rolling Meadow brand

positioning and visual identity

has been refreshed after 15 years

in the market (photo on right).

Selected national media will

support the rebrand.

CONSUMER

New Rolling Meadow branding launched in 2024.

Business Development –

International

• New customer opportunities for

snacking, slicing, and grating

products in the retail and

foodservice segments have come

online in Australia and South

East Asia. These opportunities

remain in the early stages and

will continue to progress into the

second half of FY24.

• Dairyworks’ positioning in

Woolworths Australia is driving

incremental volume increases

in slice, grate, and snacking

cheese due to changing market

conditions in Australia.

• South East Asia and Australian

markets continue to be a

significant growth engine

for Dairyworks, focusing on

retail (brand) and partnership

opportunities (i.e., co-packing)

with commercial delivery to be

realised in FY25.

PAGE 20HALF YEAR RESULTS INVESTOR PRESENTATION 2024

On-Farm Excellence Update
Strategy

• Retention of our high-quality milk

supply remains a critical priority.

• As the balance sheet has come

under continued pressure,

cessation notices from farmer

suppliers have increased

compared to previous years.

The cessation notice period is

two-years, which means Synlait’s

current financial performance is

not impacted. Synlait is confident,

given the progression of the

reset plan, that there is currently

limited material risk to future

financial performance.

• Strong competitive farmer

supplier offering remains in place.

Enhancements to farmer suppliers’

competitive advantage model

• New partnership with Farmlands

will provide better value for

farmer suppliers by leveraging

collective buying power to gain

improved pricing on-farm.

• Ongoing work to improve digital

and financial tools.

ON-FARM EXCELLENCE AND SUSTAINABILITY

Lead With Pride™ incentive changes

• The Lead With Pride™ incentive

changes came after reviewing

key stakeholders’ feedback.

• Changes increase the

greenhouse gas (GHG), somatic

cell count, and milk quality

incentives. The new incentives

will encourage use of feeds that

have a lower impact on GHG

emissions.

• Continuous GHG improvements

over time will be recognised

within the incentive payments

for the first time, further

encouraging farmers to reduce

their GHG footprint profitably.

Synlait farms (Dunsandel)

• Progressing with Lead with

Pride™ certification after a period

of significant improvements

following the purchase of these

properties in May 2020.

Sustainability Update

B Corporation™ recertification

Synlait achieved B Corporation™

recertification, the global gold

standard accreditation for

sustainability. Synlait’s score

increased by 21.5% and remains

the largest New Zealand company

with the accreditation. Score

improvements came from:

• Governance: New social and

environmental performance

metrics are now linked to

ELT compensation and job

descriptions, and the Board also

reviews the company’s social

and environmental performance.

Synlait also added Purpose

and Stakeholder Consideration

clauses to its constitution to

maintain its certification.

• Environment: Improved

measurement and management

of Synlait’s greenhouse gas

footprint across the company’s

value chain.

Gary Michael from the Synlait Farmer Leadership Team on-farm in Rakaia.

PAGE 21HALF YEAR RESULTS INVESTOR PRESENTATION 2024

FORWARD-LOOKING BUSINESS
RECOVERY PLAN IS WELL PROGRESSED

It has been a challenging half-year for Synlait as it continues to reset the company to better achieve strategic objectives, while working

on a plan to significantly reduce elevated debt levels. The forward-looking business recovery plan is progressing across three key areas:

* Assumes no change in underlying business from current strategy.

Synlait’s balance sheet must be

deleveraged. Working capital

management has improved, however,

significant opportunity still exists.

Synlait has excess production capacity

relative to softening global demand.

Accelerating Advanced Nutrition and

Foodservice business development

remains a key priority.

Optimising manufacturing, quality and

supply chain cost performance is critical

to getting Synlait back to profitability.

OPTIMISING

PERFORMANCE

DELEVERAGING

AND CASH FLOW

IMPROVEMENTS

ACCELERATING

VOLUME GROWTH

123

Targeting Net debt below

$200 million by the end of FY25.

Target EBITDA improvement from volume and performance

initiatives $45 million per annum by the end of FY26.*

Targeting over 20,000 MT of volume growth in Synlait value

add products by the end of FY26.*

PAGE 22HALF YEAR RESULTS INVESTOR PRESENTATION 2024

DELEVERAGING AND CASH FLOW IMPROVEMENTS
1

• Continued reduction in inventory,

particularly in base powders, raw

materials, and packaging.

• Continued reduction in CAPEX.

• Continued management of

receivables and payables.

WORKING CAPITAL

AND CAPEX

IMPROVEMENTS

• Banking syndicate remains

supportive, and amendments to

banking facilities have been recently

executed.

• Letter of support received from

Bright Dairy.

• North Island assets strategic review

commenced.

• Equity raise preparations in progress.

• Dairyworks sale process ongoing.

• Alternative financing options being

considered.

CLEAR

DELEVERAGING

PLAN IN PLACE

PAGE 23HALF YEAR RESULTS INVESTOR PRESENTATION 2024

2
ACCELERATING VOLUME GROWTH

• Grow Early Life and Adult

Nutrition businesses in China

and South East Asia.

• Develop a compelling product

portfolio that meets the various

target markets’ needs.

• Expand portfolio into Essential

Nutrition to support growth plan.

• Accelerate growth of UHT cream

through product innovation.

• Grow with current distributor in

China to achieve channel and

geographic expansion.

• Develop new distributor

partnerships in South East Asia

and the Middle East.

• Category expansion (butter and

cream cheese) to be considered

from FY27 onwards.

• Leverage strong and committed

partnership with Bright Dairy

in China.

• Accelerate volume and value growth

of Advanced Nutrition, Foodservice

and Ingredients businesses in China.

ACCELERATE

CHINA GROWTH

GROW ADVANCED

NUTRITION VOLUMES

GROW FOODSERVICE

VOLUMES

PAGE 24HALF YEAR RESULTS INVESTOR PRESENTATION 2024

3
OPTIMISING PERFORMANCE

• Continued reduction in product

turnaround time.

• Improvement in product quality

systems to improve efficiency.

• Further process and system

efficiencies.

• Undertake container utilisation

improvements.

• Implement new and improved

purchasing systems.

• Further improved inventory

management.

• Optimise ERP supply chain module.

• Reduce labour and consultancy

costs through tighter controls on

contractor spend and professional

services.

• Targeted manufacturing cost

reductions, including greater plant

automation.

• Further exploration of energy cost

optimisations.

• Additional optimisation in laboratory

services and testing costs.

• SKU rationalisation and more

efficient production.

• Continued leverage of continuous

improvement processes.

• Yield improvement through reduced

milk losses.

• Improve asset stability.

IMPROVE

MANUFACTURING

PERFORMANCE

OPTIMISE

SUPPLY CHAIN

COST REDUCTION

INITIATIVES

IMPROVE QUALITY

PERFORMANCE

PAGE 25HALF YEAR RESULTS INVESTOR PRESENTATION 2024

STRENGTHENED LEADERSHIP STRUCTURE | BOARD OF DIRECTORS
The search for a new Independent Director is complete with the appointment of George Adams in March 2024.

Paul McGilvary

• Audit & Risk

Committee Member

• People, Environment

& Governance

Committee Member

Paul Washer

• Audit & Risk

Committee Chair

• People, Environment

& Governance

Committee Member

Ruth Richardson

• People, Environment

& Governance

Committee Member

Edward Yang

• People, Environment

& Governance

Committee Member

Julia Zhu

• Audit & Risk

Committee Member

Tao Zhang

John PennoGeorge Adams

• People, Environment

& Governance Chair

Appointed as an

Independent Director

effective 21 March 2024.

George’s appointment

means Synlait returns to

having three Independent

Directors as required under

its constitution. George will

formally stand for election

by Synlait shareholders

at the company’s Annual

Meeting in December 2024.

• Co-founder of

Synlait, former

CEO, former Chair

• Chair of Dairyworks

Advisory Board

The Deputy Finance Director

of Bright Dairy & Food Co..

was elected as a Bright

Dairy Appointed Director in

February 2024.

Independent Director,

elected Acting Chair in

October 2023.

Board Appointed DirectorIndependent DirectorsBright Dairy Appointed DirectorsActing Chair

PAGE 26HALF YEAR RESULTS INVESTOR PRESENTATION 2024

STRENGTHENED LEADERSHIP STRUCTURE | ELT
Direct reports to the CEO reduced to increase business unit alignment, accelerate growth, and reduce costs.

The key changes include:

• Established a Chief Revenue Officer (CRO)

role to oversee all Advanced Nutrition

and Ingredients customer interactions and

reduce complexity through a single point

of customer contact. Naiche Nogueira,

previously the Director of Advanced Nutrition,

has been appointed to this role. Naiche is

now responsible for our Advanced Nutrition

and Ingredient businesses, Innovation,

New Product Development, Programme

Management and Regulatory teams.

• Disestablished the Director of Quality,

Regulatory & Laboratory Services role. Paul

Mallard, Synlait’s Chief Operating Officer,

is now responsible for Synlait’s end-to-end

operations, including Demand Planning,

Manufacturing, Quality, Laboratory, and Supply

Chain functions.

• Expanded the Director of On-Farm Excellence

and Business Sustainability role held by

Charles Fergusson to include Corporate

Affairs and Strategy functions.

• Dairyworks CEO Tim Carter will continue to

report to Synlait CEO Grant Watson until the

business is sold.

Grant Watson

Chief Executive Officer

Naiche Nogueira

Chief Revenue Officer

Charles Fergusson

Director of On-Farm Excellence,

Business Sustainability and

Corporate Affairs

Cathy Gamlen

Director of People and Culture

Abby Ye

President China and Director

of Foodservice

Enablers

Rob Stowell

Chief Financial Officer

Paul Mallard

Chief Operating Officer

Advanced Nutrition

and Ingredients

FoodserviceOn-Farm Excellence

PAGE 27HALF YEAR RESULTS INVESTOR PRESENTATION 2024

FULL YEAR 2024 (FY24) GUIDANCE STATEMENT
The previously announced guidance stated that EBITDA performance was expected to be broadly flat or down compared to FY23. Synlait’s FY23 EBITDA was $90.7 million.

Synlait now expects the FY24 EBITDA result to be significantly down on FY23 within the range of $45 million to $60 million, excluding a non-cash adjustment for the

product costing method change of approximately $17 million.

The FY24 EBITDA result is impacted by:

• Softening demand and/or margins across all business units.

• Adverse foreign exchange and product mix.

• Increased operating expenses e.g., legal costs, inventory management, and a range of other costs.

In addition to the above, Synlait is facing material uncertainties in respect of the timings and outcomes of various deleveraging options which are currently progressing.

The deleveraging options include an equity raise, a North Island strategic asset review, and the sale of Dairyworks.

The half-year financial statements further detail these material uncertainties. All shareholders are encouraged to review this disclosure in detail.

The Board and Management remain fully committed to deleveraging Synlait’s balance sheet and continuing the focus on improving profitability for the balance of 2024.

The FY24 EBITDA guidance excludes all current and future impairments relating to Synlait and Dairyworks.

Synlait has updated its FY24 guidance.

PAGE 28HALF YEAR RESULTS INVESTOR PRESENTATION 2024

WHAT TO EXPECT FROM SYNLAIT IN THE SECOND HALF OF FY24
• Progression of North Island assets strategic

review, Dairyworks sale, and equity raising

to deleverage the balance sheet.

• Working capital and CAPEX improvements.

• Improve manufacturing performance.

• Improve quality performance.

• Optimise supply chain.

• Cost reduction initiatives.

• Grow Advanced Nutrition volumes.

• Grow Foodservice volumes.

• Accelerate China growth.

231

DELEVERAGING AND

CASHFLOW IMPROVEMENTS

ACCELERATING

VOLUME GROWTH

OPTIMISING

PERFORMANCE

PAGE 29HALF YEAR RESULTS INVESTOR PRESENTATION 2024

APPENDICES

KEY FINANCIAL METRICS
Gross profit per MT ($)*

EBIT per MT ($)

Return on net operating assets (12 month trailing)

Basic earnings per share (cents NZD)Net debt/EBITDA (12 month trailing)

Debt/debt + equity

960.6

532.3

14.6%

14.6

45.2%

3.0

1,109.0

698.5

14.6%

27.0

47.2%

3 .1

557.9

183.2

8.7%

3.2

37.9%

3.2

68.4

(333.1)

(1.6%)

(15.9)

38.7%

12.9

404.5

(854.0)

(6.6%)

(44.0)

44.5%

9.4

539.3

2.8%

(4.2)

34.3%

4.6

983.3

270.9

4.0%

2.2

39.3%

4.5

709.0

215.9

6.1%

4.9

30.0%

2.6

594.6

356.3

0.4%

12.8

33.3%

6.7

H1 20H2 22H1 21H2 23H2 20H1 23H2 21H1 24H1 22H1 20H2 22H1 21H2 23H2 20H1 23H2 21H1 24H1 22H1 20H2 22H1 21H2 23H2 20H1 23H2 21H1 24H1 22

H1 20H2 22H1 21H2 23H2 20H1 23H2 21H1 24H1 22H1 20H2 22H1 21H2 23H2 20H1 23H2 21H1 24H1 22H1 20H2 22H1 21H2 23H2 20H1 23H2 21H1 24H1 22

The above amounts have not been normalised.

* Includes gross profit not attributable to business units

(comprised primarily of margin on raw milk and cream sales,

income from dairy derivatives, and farms contribution).

73.7

PAGE 31HALF YEAR RESULTS INVESTOR PRESENTATION 2024

GROSS PROFIT PERFORMANCE BY CATEGORY
HY20HY21HY22HY23HY24

Sales Volume (MT)

Ingredients45,67356,97172,02837,23459,661

Advanced Nutrition23,65719,67913,77417,41515,874

Consumer16,94230,27030,40028,23830,543

Foodservice---2181,744

Subtotal86,272106,920116,20283,105107,822

Gross Profit ($M)

Ingredients5.9(13.6)17.922.21.4

Advanced Nutrition75.567.650.043.832.7

Consumer(2.3)8.47. 817.216.5

Foodservice---(0.1)0.1

Subtotal7 9.162.475.883.150.7

Gross Profit ($/MT)

Ingredients130(240)24959723

Advanced Nutrition3,1903,4373,6322,5122,063

Consumer(137)277257610539

Foodservice---(570)47

Subtotal9175836521,000470

Revenue ($M)

Ingredients238275424252293

Advanced Nutrition252224175231229

Consumer28131149164165

Foodservice---19

Subtotal518630748648695

Historical and current performance has been restated to reflect performance as if the change in product costing methodology was applied consistently across all periods.

PAGE 32HALF YEAR RESULTS INVESTOR PRESENTATION 2024

EXPLANATION AND NORMALISATION OF PRODUCT COSTING
To improve comparability and consistency the following table presents gross profit by Business Unit normalised as if the new

product costing methodology had been applied consistently across all periods.

During the period, the Group adopted a new improved product costing methodology which has been determined to be a change in

accounting estimate in accordance with NZ IAS 8 “Accounting Policies, Changes in Accounting Estimates and Errors” and accounted

for prospectively.

The previous methodology applied a level of overhead costs to ingredients products based on what it would cost Synlait if it were a

theoretical ingredient-only producer. Historically this level of overhead cost was determined with reference to the cost structure in

place in FY11 when Synlait was a single dryer, ingredients-only operation, with adjustments applied for inflation and other direct cost

increases.

The previous methodology also applied an underlying principle that most costs, outside of what it would otherwise cost to produce

ingredients, were introduced into the business to maximise output and profitability of advanced nutrition products. Costs that would

not be incurred as an ingredients-only operation were mostly treated as existing for the purpose of producing advanced nutrition

products. Consequently, a significant portion of costs introduced to the business since 2011 were allocated to advanced nutrition

products.

The new methodology has been designed to reflect a cost of production specific to the cost base of the asset used in that

production. This has resulted in an increase in overhead costs attributed to ingredient products (with a trivial change in costs

attributed to consumer food and foodservice products), reflecting Synlait utilising nutritional-grade facilities for ingredients production.

The primary aim of the new methodology is to support better decision making around product mix and asset utilisation, thereby

discouraging production of lower margin products.

The change in estimate has resulted in a significant one-off impact in the current financial period due to a significantly higher level of

overhead costs attributed to opening work-in-progress inventories of Advanced Nutrition base powders. Moving forward the change

in methodology will result in higher margins attributed to Advanced Nutrition products, and lower margins attributed to ingredients

products.

Because the change results in gross profit for reported current and prior periods being presented on an inconsistent basis, gross

profit and cost of sales amounts in this presentation have been normalised to ensure performance is comparable.

Gross profitHY20HY21HY22HY23HY24

As previously presented

Ingredients16.719.034.732.52.5

Advanced Nutrition70.833.627.426.219.9

Consumer(2.2)8.47. 817.216.5

Foodservice---(0.3)0.2

Total85.361.069.975.63 9 .1

Normalised as if applied retrospectively

Ingredients5.9(13.6)17.922.21.4

Advanced Nutrition75.567.650.043.832.7

Consumer(2.3)8.47. 817.216.5

Foodservice---(0.1)0.1

Total7 9.162.475.883.150.7

Normalisation adjustment

Ingredients(10.8)(32.6)(16.8)(10.3)(1.1)

Advanced Nutrition4.734.022.617.612.8

Consumer(0.1)----

Foodservice---0.2(0.1)

Total(6.2)1.45.87. 511.6

PAGE 33HALF YEAR RESULTS INVESTOR PRESENTATION 2024

PAGE 34HALF YEAR RESULTS INVESTOR PRESENTATION 2024
DISCLAIMER

This presentation is intended to constitute a summary of certain

information about the Synlait Group (“Synlait”) or in connection

with its half year 2024 financial results. It should be read in

conjunction with, and subject to, the explanations and views in

documents previously released to the market by Synlait. This

presentation is not an offer or an invitation, recommendation or

inducement to acquire, buy, sell or hold Synlait’s shares or any

other financial products and is not a product disclosure statement,

prospectus or other offering document, under New Zealand law

or any other laws.

This presentation is provided for informational purposes only. The

information contained in this presentation is not intended to be

relied upon as advice to investors and does not take into account

the investment objectives, financial situation or needs of any

particular investor. Investors should assess their own individual

financial circumstances and should consult with their own legal,

tax, business and/or financial advisers or consultants before

making any investment decision.

Any forward looking statements and projections in this

presentation are provided as a general guide only based on

management’s current expectations and assumptions and

should not be relied upon as an indication or guarantee of future

performance. Forward looking statements and projections involve

known and unknown risks, uncertainties, assumptions and other

important factors, many of which are beyond the control of

Synlait and are subject to change without notice. Actual results,

performance or achievements may differ materially from those

expressed or implied in this presentation. No person is under any

obligation to update this presentation at any time after its release

except as required by law and the NZX Listing Rules, or the ASX

Listing Rules.

Any forward looking statements in this presentation are unaudited

and may include non-GAAP financial measures and information.

Not all of the financial information (including any non-GAAP

information) will have been prepared in accordance with, nor

is it intended to comply with: (i) the financial or other reporting

requirements of any regulatory body or any applicable legislation;

or (ii) the accounting principles or standards generally accepted

in New Zealand or any other jurisdiction, or with International

Financial Reporting Standards. Some figures may be rounded and

so actual calculation of the figures may differ from the figures in

this presentation.

Some of the information in this presentation is based on non-

GAAP financial information, which does not have a standardised

meaning prescribed by GAAP and therefore may not be

comparable to similar financial information presented by other

entities. Non-GAAP financial information in this presentation has

not been audited or reviewed.

Any past performance information in this presentation is given

for illustration purposes only and is not indicative of future

performance and no guarantee of future returns is implied or

given.

While all reasonable care has been taken in relation to the

preparation of this presentation, to the maximum extent permitted

by law, no representation or warranty, expressed or implied, is

made as to the accuracy, adequacy, reliability, completeness

or reasonableness of any statements, estimates or opinions or

other information contained in this presentation, any of which

may change without notice. To the maximum extent permitted

by law, Synlait, its subsidiaries, and their respective directors,

officers, employees, contractors, agents, advisors and affiliates

disclaim and will have no liability or responsibility (including,

without limitation, liability for negligence) for any direct or indirect

loss or damage which may be suffered by any person through

use of or reliance on anything contained in, or omitted from, this

presentation.

All values are expressed in New Zealand currency unless

otherwise stated.

All intellectual property, proprietary and other rights and interests

in this presentation are owned by Synlait.

---

Dear Synlait Shareholders
Synlait has announced its financial results for the six months ended 31 January 2024.

It has been a challenging half-year for Synlait as we continue to reset the company to achieve our strategic objectives

while working to reduce our elevated debt levels.

The delivery of our half-year results brings together several reset initiatives, with the announcement of an amendment

to our banking facilities and a strategic review of our North Island assets. These balance sheet reset initiatives are

underpinned by a letter of support from our largest shareholder, Bright Dairy. Bright Dairy’s support, coupled with

the banking amendments, offers Synlait additional stability and confirms that our largest shareholder and banking

syndicate remain very supportive.

Our strategic focus is on Advanced Nutrition and Foodservice, where we have a clear competitive advantage to

deliver diversified, high-value growth. It is supported by a well-run Ingredients business enabled by our market-leading

Lead With Pride™ on-farm excellence programme. We have built a world-class and highly flexible asset base, and we

are well positioned ahead of emerging customer demand trends. Combined with our refreshed leadership team, we

now have all of the pieces in place to execute on this strategy and deliver strong returns for our shareholders.

HERE IS A SUMMARY OF OUR RESULTS:

3%

TOTAL GROUP REVENUE

$

793.5M

8%

NET DEBT

$

559.0M

47%

TOTAL GROSS PROFIT

$

43.6M

$26.5M

OPERATING CASHFLOW

(

$

98.1M)

48%

CAPITAL EXPENDITURE²

$

1 7. 5M

$101.0M

TOTAL GROUP NPAT

(

$

96.2M)

$31.7M

ADJUSTED TOTAL GROUP NPAT¹

(

$

1 7. 4M)

$31.6M

TOTAL GROUP EBITDA

$

19.9M

$26.4M

ADJUSTED TOTAL GROUP EBITDA¹

$

36.1M

5%

FORECAST AVERAGE MILK

PRICE FOR 2023/2024 SEASON

$

8.09kgMS

5%

FORECAST BASE MILK PRICE

FOR 2023/2024 SEASON

$

7.80kgMS

All comparisons are against HY23 (except for milk price which is against FY23) and include the results of Dairyworks which has been treated

as a discontinued operation.

1 Refer to the Investor Presentation for a reconciliation of adjusted NPAT and EBITDA.

2 Based on cash outflow for investing activities.

SYNLAIT PUBLISHES

HALF YEAR 2024 RESULT

Three non-cash items also significantly impacted the HY24 result. We recorded an impairment charge of $50.3 million,
driven by the underutilisation of our North Island manufacturing facilities. There was also a $31.1 million adjustment

recorded to write down the net assets of Dairyworks to fair value less costs of disposal to reflect the value of non-binding

offers received. Finally, there was a change in the basis of inventory overhead allocation methodology. The change was

initially treated and forecasted as a policy change based on external accounting advice received; it was revised to be

reflected as a change in estimate based on a technical interpretation of the accounting standards by our auditor, resulting

in HY24 NPAT experiencing a non-cash adverse impact of $8.4 million.

The adjusted half-year result was impacted by a less favourable market environment for the ingredients business,

unfavourable FX, lower Advanced Nutrition volumes, and higher inventory write-downs, operational expenditure, and

financing costs.

The investor presentation and financial statements released with this announcement, provide a further summary of

Synlait’s financial performance. For more information, click on the links below to access these documents:

• Synlait HY24 Announcement

• Synlait HY24 Chair & CEO Review

• Synlait HY24 Financial Statements

• Synlait HY24 Investor Presentation

We hope these reports provide you with more clarity around our plans and progress to reset Synlait, deleverage

the balance sheet, and return our company to sustainable, profitable growth across diversified channels, categories,

and geographies.

Thank you for your continued support and patience.

Paul McGilvary Grant Watson

Acting Chair CEO

---

Results for announcement to the market
Name of issuer Synlait Milk Limited (SML)

Reporting period Six months to 31 January 2024

Previous reporting period Six months to 31 January 2023

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$652,889 3%

Total revenue $793,525 3%

Net profit/(loss) from

continuing operations

($70,014) (5,097%)

Total net profit/(loss) ($96,221) (2,099%)

Interim/final dividend

Amount per quoted equity

security

N/A

Imputed amount per quoted

equity security

N/A

Record date N/A

Dividend payment date N/A

Current period Prior comparable period

Net tangible assets per

quoted equity security

$2.68 $3.00

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood.

Refer to the following accompanying documents:

 Synlait HY24 Announcement

 Synlait HY24 Chair & CEO Review

 Synlait HY24 Financial Statements

 Synlait HY24 Investor Presentation

 Synlait HY24 Shareholder Letter

Authority for this announcement

Name of person authorised

to make this announcement

Synlait CEO Grant Watson

Contact person for this

announcement

Synlait Head of Strategy & Corporate Affairs Hannah Lynch

Contact phone number +64 21 252 8990

Contact email address hannah.lynch@synlait.com

Date of release through

MAP

Tuesday 2 April 2024


Audited financial statements accompany this announcement.

=== IR PAGE TRANSCRIPT: Synlait HY25 Conference Call Transcript 24 March 2025 ===

TRANSCRIPTION
Company: Synlait Milk

Date: 24 March 2025

Duration: 40 minutes

Reservation Number: 10045074


[START OF TRANSCRIPT]

Hannah Lynch: Good morning, everybody and welcome to Synlait's Half Year Results

Conference Call. My name is Hannah Lynch; Synlait's Head of Milk Supply,

Strategy and Corporate Affairs. And it's my pleasure to be joined by our Acting

CEO Tim Carter, and our CFO Andy Liu here today, who will provide a short

update on our results presentation.

We'll then open the line for Q&A and I ask that when we reach the Q&A portion

of today's result, that you keep your questions to two per person so we can

keep the call moving with pace.

If you have any follow-ups after the call, please feel free to reach out to me

directly otherwise over to Tim to deliver today's results.

Tim Carter: Thank you, Hannah. Welcome to our Half Year Results Investor Presentation.

I'm pleased to share this result as Acting CEO.

Synlait has returned to profitability in the first half. This is encouraging progress.

It has been achieved through focusing on three priority areas. Firstly, the team

has been focused on the fundamentals of manufacturing operations. This

includes cost, quality and yield.

Secondly, our team continues to work hard to rebuild farmer trust and

confidence. The conversations we are having have been robust and are

growing in positivity.

Thirdly, we have prioritised delivery and the acceleration of new business

opportunities, for both existing and new customers. This result is a considerable

commercial achievement and we are really proud to share it with you today.


Our progress includes an EBITDA of $63.1 million, which is just above the

guidance range we provided in January 2025. Group NPAT is $4.8 million and

we are pleased to report a return to profitability, as I mentioned. Lastly, net debt

has reduced by 29%, largely due to the equity placement supported by Bright

Dairy and The a2 Milk Company.

Looking at results at a glance, if you turn to Slide 3, you see more of our key

metrics at a glance. These metrics all have green arrows above them, reflecting

the progress made over the last six months. In addition to the increase in NPAT

and EBITDA and improved net debt, our revenue is up 16% to $916.8 million.

This is a result of an uplift in advanced nutrition demand, optimisation of our

North Island assets, high commodity prices and improved foreign exchange

performance. Our farmer supplies have seen significant increases in our

forecast milk price for the year. Base milk price remains forecasted at $10 per

kilogramme of milk solids, a record figure.

In addition, Canterbury farmer supplies, who do not have a cease in place will

receive secure premiums beginning with $0.20 per kilogramme of milk solids

this season. Add this to the milk incentives many of our farmers receive and the

average forecasted milk payment for Synlait suppliers in Canterbury this

season is $10.48 per kilogramme of milk solids.

Slide 4 has a more detailed overview of our financial result. It shows Synlait is

making progress on the road to recovery. Our adjusted NPAT is an uplift of

$26.1 million compared to Half Year '24. We also had a substantial

improvement in our EBITDA, which increased by $43.2 million.

Solid trading performance has enabled us to optimise operating cash flows and

reduce debt. Our recovery is spread across all of our business units, including

advanced nutrition, ingredients, and consumer. We are focusing on the right

things and delivering widespread results, which is great news.

I will now invite our CFO, Andy Liu to take us through financial performance for

our business units in more detail.

Andy Liu: Thank you, Tim. Good morning, everyone, and thanks for joining us. I am

pleased to share with you these results.


Slide 6 has an overview of our advanced nutrition business. This business has

experienced remarkable growth and success. Revenue increased by 20%,

amounting to $45 million, with sales volume rising by 28%.

Gross profit saw an impressive rise of 80%, achieving $59 million. This growth

was driven by demand from multiple customers along with cost efficiency. This

positive result highlight why advanced nutrition continues to be a strategic

business category for Synlait.

Let's move on to Slide 7. Ingredients also saw a notable uplift. Revenue is up

by $49 million or 17% and gross profit has increased to $14.3 million, up from

$1.4 million year-on-year.

Key improvements include; better foreign exchange management, improved

quality delivery, favourable stream return and enhanced cost efficiency. All of

these have helped a significant improvement of the ingredient performance,

which is something we can celebrate.

On to Slide 8 now, you can see our consumer business remains stable. Sales

slightly decreased this year, half year, but our gross profit increased by $2.2

million. This was the result of a focus on cost control and improved production

efficiency, which includes some capital improvements which we have begun to

provide returns.

Turning to Slide 9 now please. These are the results of our foodservice

category which is mostly related with UHT cream to China. While volumes

increased by nearly 115% compared to Half Year '24, our margin performance

was well below expectations because of high fat pricing. That concluded in a

$1.4 million profit reduction year-on-year.

The good news is demand is expected to continue increasing. The key focus for

management is to ensure this business unit make a valuable contribution to

Synlait's bottom line in the future.

My last slide, Slide 10, looks at cash flow and net debt. In terms of cash flow,

our operating cash performance is the best it has been since Half Year '21. I

hope that provides confidence in Synlait. It includes a $43 million lift in trading

performance and another $40 million from working capital enhancement.


In the first half of FY25, we limited our capex to $12.7 million. That is the lowest

level of spending since 2017. Our focus instead is on optimising our current

assets.

Even with increased advance payments to support our farmers, we have

successfully reduced our net debt to $392 million. We are making great

progress in reducing debt. By the end of the financial year, we believe that we

will have reduced it even further, placing us in a more solid financial position.

So, in summary, we are reporting an encouraging result. It shows real progress.

Our team is delivering a real turnaround across all our business units. Finally,

we want to reassure you our effort will continue. We are committed to making

the annual results as strong as possible.

Now, I'd like to hand back to Tim.

Tim Carter: Thanks, Andy. We are now on Slide 12, and I'll start with an update on our

advanced nutrition business. This continues to be a strategic focus for us. It is

pleasing to see strong growth in sales volumes have emerged in advanced

nutrition. We have ongoing interest in our Nutrabase range and have recently

begun commercial sales of this range. Future opportunities for us are

significant.

After a softer year, we have seen lactoferrin pricing stabilise recently. Our team

has been expanding our customer base for this product. We continue to

manufacture advanced nutrition products in a range of formats for our

customers; this includes cans, sachets and pouches. Some of these are non-

dairy hybrid product nutrition products, which are manufactured at our Pokeno

site.

Our relationship with the a2 Milk Company continues to strengthen. We're

committed to working with the a2 Milk Company to support the growing infant

formula opportunities which have been identified.

Turning to Slide 13, our President of China and Director of Foodservice, Abby

Yee, and the team are continuing to drive a range of opportunities. Our

foodservice growth and expansion has been significant over the last year.

Our expansion into Southeast Asia has continued largely due to our partnership

with Urenholt. We recently also entered Hong Kong through this partnership.


The second-generation formulation UHT whipping cream was developed late

last year and has successfully moved through testing. Sales into market are

now underway.

We expect production and sales volume for the UHT whipping cream will

continue to increase. We have the capability and importantly, the capacity to

support this at our Dunsandel factory.

Moving on to Slide 14 in Ingredients. In support of both advanced nutrition and

foodservice, we continue to have a strong ingredients business led by our Chief

Revenue Officer, Naiche Nogueira. Following the exit of raw milk in the North

Island and with advanced nutrition activity, there's been a reduction in

ingredients production volumes. However, our sales performance has

increased.

We have had favourable stream returns across the period and improved

management of our foreign exchange. We continue to leverage strong

customer relationships for new opportunities to expand ingredient sales. Our

team is focused on extracting high value returns across our range.

Touching on Dairyworks, and this is Slide 15. Many thanks to our Dairyworks

management and the team for your efforts, while I've been Acting CEO at

Synlait. The management team has led the business, ensuring we continue to

experience strong growth and expanding market opportunities.

Across the New Zealand and Australian markets, our sales volumes and growth

have continued to increase with 23% growth in New Zealand and 28% in

Australia. Our brand refresh activity is complete with the new Alpine brand now

in market.

A recent highlight is the new distribution agreement Dairyworks signed in

February, which sees Dairyworks expand into Vietnam. This strategic

partnership introduces 14 Dairyworks branded products to the market across 87

stores.

Moving to slide 16 and talking about milk supply and on-farm excellence

activity. Strengthening our future milk supply is a priority. Our goal is to show

every farmer why Synlait is a valuable partner. The conversations we're having

with farmers are really positive.


We know farmers are watching our performance and the results today with

interest. We are making progress with milk retention.

The majority of our farmer supplies are not under cease. This is a significant

improvement in our position from six months ago. We're also very comfortable

with our forecasted milk supply for FY26.

Cease reversal numbers are expected to increase ahead of the 31st of March,

which is the final day for farmers to reverse their seas and take advantage of all

of the new secured milk premiums. It is also worth noting that interest from

potential new farmer supplies has exceeded expectations over this period. Our

on-farm team is doing an expanding job in this space. Bring on the week ahead!

Let's talk about maintaining momentum. As we look to the second half of FY25,

our priorities are straightforward.

Our three priorities for the second half are, firstly, to showcase Synlait’s on-farm

offering, ensuring Synlait is Canterbury farmers' processor of choice. We know

there is growing competition for milk in the region, and we're committed to being

a key player.

Secondly, we will seize every opportunity to create and deliver value for our

existing and new customers.

And thirdly, a laser focus on operational and cost efficiency will continue.

The team and I look forward to welcoming Richard Wyeth when he joins Synlait

in May 2025 as permanent CEO, and the knowledge and experience which

Richard will bring.

Moving to guidance. We must maintain the momentum that Synlait has gained.

We will continue to deliver every day, every week, every quarter, and every

year. Our outlook statement reflects that. A continued focus on doing the

fundamentals well will enable Synlait to deliver a significant improvement in our

EBITDA performance compared to prior year.

Progress in the second half of FY25 will be slower than the first half, as we

need to balance several opportunities and risks related to milk stream returns

and foreign exchange. We will also continue to deliver ongoing operational cost

improvements.


You will note the large pink box to the right of the slide. It is important to note,

as I already have in prior slides, that we are comfortable with our forecasted

milk supply for the next financial year. The majority of our farmer supplies are

not under cease, a significant improvement in our position six months ago.

At this time, I'd like to open up the call to questions.

Operator: Thank you. If you wish to ask a question, please press "Star 1" on your

telephone and wait for your name to be announced. If you wish to cancel your

request, please press "Star 2". If you're on a speakerphone, please pick up the

handset to ask your question.

Your first question comes from Nick Mar with Macquarie. Please go ahead.

Nick Mar: Good morning. Could you just talk to the net debt number, so the target range

of $250 to $300? I believe it was sort of $200 to $250 at the time of the equity

raises. Can you just talk through the differences there, whether it's how it's

calculated or what the moving parts are within cash flows that have seen that

change?

Andy Liu: Thanks Nick. This is Andy speaking. So regarding the net debt, which we

communicated for the full year. Actually, if you can remember what we just

shared for the half year, we are about 392 and what we expected the

improvement can come from that -- our better improve for our inventory and

also shift some challenges from the supplier advance payment to the normal

payment terms together with the continuously trading performance which can

contribute it for the cash flow.

Nick Mar: Yes, so my question was not from the first half to the second half, it was from

the prior guidance for closing FY25 net debt, which was $50 million lower

across the range and that was at the time of the raising. So, what were the key

factors that have changed then? Is it mostly milk price and advance rates or is

there something else?

Andy Liu: No, actually I do remember last time when we communicated, this is regarding

this 200 to 250 we have the shareholder loss which is not included. But now we

try to make everything clear. So currently when we talk about 250 to 300, it's

definitely included for the shareholder loan.


Nick Mar: So, the previous number of 200 to 250 didn't. So that means that the equivalent

range would have been 330 to 380 and now you're at 250 to 300, so it's now

$80 million better? Is that what you're saying?

Andy Liu: Yes. And last time it's really for last year it wasn’t clear because at this time

when we stated it's also, we listed it for the senior debt. So we just want to

make it 100% clear regarding the net debt compared with senior debt.

Nick Mar: Okay, sure. And then just in terms of the EBITDA kind of outlook, when you're

talking about the second half progress will be slower than the first half, are you

talking sort of the absolute dollar value in the second half for EBITDA will be

less than the first half or are you talking percentage increase, or are you talking

some other kind of delta in terms of how you talk about that financial progress?

I'm just trying to understand what you're talking about in there. Because if you

then took the net debt number and the EBITDA covenant ratio it implies a sort

of very low EBITDA number to meet compliance, so obviously you should be

above that but just trying to get some idea of the range?

Tim Carter: Yes Nick, I'll try and make it really simple. Don't take first half EBITDA and

times it by two, is what we're saying. We do have headwinds coming at us. So,

it'll be significantly improved during the year -- for the full year, but on absolute

dollars, if you time it by two, that's not accurate. Does that make sense?

Nick Mar: Okay, no that's fine. Thanks everyone.

Tim Carter: Yes, no problem.

Operator: Your next question comes from Matt Montgomerie with Forsyth Barr. Please go

ahead.

Matt Montgomerie: Hi guys, good morning. Well done on a solid set of numbers. Just on Nick's

question there, I think your guidance for the second half is in the context of sort

of stream returns and FX. Are you able to quantify what the 1H result benefited

from both of those factors, year-on-year?

Andy Liu: Hey Matt, just to try to clarify, your question is more for the second half of the

year regarding the stream return FX other than the first half, right?

Matt Montgomerie: Sorry Andy, in your first half EBITDA what was the benefit versus the prior year

from FX and stream returns?


Andy Liu: Okay, so actually that -- I only have the FX number in my mind and I can come

back to you for the stream returns. So, for the FX, actually the impact is around

14 million to 15 million and this is mostly related with the ingredients business.

If we remember, last year for the full year result we communicated we have

some shortage or shortfalls for foreign exchange and this really shows for the

moment the team, the management is focused on the foreign exchange and

happy to see this good outcome.

Matt Montgomerie: Okay. So just to clarify, the first half versus last year benefited by 14 to 15 in

terms of FX?

Andy Liu: Yes.

Matt Montgomerie: Okay, thank you. Then just on the North Island, I think previously you had

commented on sort of the drag or the losses that that plant had been

contributing. Are you able to talk to that in the first half?

Tim Carter: Yes, so look, I think when we talk about the North Island asset, there has been

a drag. I think we made a pretty clear decision early on that there was going to

become a plant for advanced nutrition, which means we didn't need the raw

milk. And so, by using that raw milk has allowed us to really reset that cost base

on that asset.

And so, what we've done is we've improved by roughly 30% where we were for

the first half. So, we're on, if not slightly ahead of what we call budget for that

plant, for FY25, first half.

Matt Montgomerie: And can you quantify what the drag was in the half?

Tim Carter: Yes, not specifically, you know that, so that's pretty sensitive information.

Matt Montgomerie: Okay, thanks guys.

Tim Carter: No problem.

Operator: Your next question comes from Adrian Allbon with Jarden. Please go ahead.

Adrian Allbon: Good morning, team. Just wondering if we can come back to Page 6 of the

presentation and can you just sort of bridge the performance in advanced

nutritional a little clearer for us, like particularly in the cost per metric ton. I

noticed the overall gross margin per metric ton is sort of at 2,000 or close to

2,900 and coming off a PCP of kind of closer to 2,000. And then also within that


context, I guess your inventory provisions are quite high, like 22 million versus

10 million in the PCP?

Andy Liu: Yes, hi, this is Andy speaking. So actually, I can just give you a bit colour for

that and afterwards maybe Tim can just give you some others. So, regarding

advanced nutrition, this is exactly the same as what we communicated before.

This is mostly driven by the product mix that's why that the cost per metric ton is

dropped, this is first reason.

Secondly, the reason is that due to the -- based on the pricing model, some of

the ingredients material will pass through from our supplier to our customer.

That's why this is the main driver driven for this cost reduction. So, this is the

first point. Secondly, sorry, what's the question?

Tim Carter: Inventory.

Andy Liu: As the inventory, yes. So come back to the inventories because as we said,

new customers, new demand. So, this is more related with this ramp up of

some additional cost. And also another thing, actually it's not related with

advanced nutrition. It is more what is from the ingredients. So, what we said

before is that the second half year, one of the things balancing is for the

headwind of the stream return.

And here, just end of January, we already see some kind of these challenges.

That's why this is more like what we take it from inventory provision for the net

realised value booked.

Tim Carter: Adrian, just talking to cost of metric ton, two drivers of that decrease. Certainly

volume, you've seen that with that strong volume coming through. But that's

actually being coupled with, I guess, a relentless focus on conversion costs and

the drivers of conversion costs. We're able to get more through those lines at a

less cost, and whether that's ship structures, consumables, all those sorts of

things.

Those fundamentals that good businesses focus on every day. And so when

you get those two combined, you start getting those benefits. And I'll go as far

as to say, we should be able to get that lower again – a real focus in that area.

Adrian Allbon: Okay. So just, sorry, there's quite a lot in there. I guess there's a reasonable

amount in the question, there's quite a lot in the answer. So in terms of, if we


just start with the provisions with mainly is the big uplift in provisions mostly

related to ingredients and views on stream return products?

Andy Liu: Yes, I should hay half-half. Half is because of what you just mentioned. Another

is for the nutrition ramp up.

Adrian Allbon: Okay. And then probably just to simplify my next question like as a sort of, for

modeling purposes, would we expect the gross margin per ton that you've

achieved in the first half to be closer to what you should achieve going forward,

like second half and into next year? Given all the other things that you

mentioned?

Tim Carter: Yes, that’s a safe assumption Adrian.

Adrian Allbon: Okay. Very good. Next question, just on the cessation notices and the milk

supply. I know you've made the comment that you've, like clearly there's

evidence that you've made demonstrable progress over the last six months and

you're comfortable with the FY26 milk supply?

When do you think you'll be in a position, like I noticed in the going concerns

sort of commentary, when do you think you'll be in a position to sort of have

comfort around the FY27 balance? I mean it's kind of important also in the

context of like you've got quite a lot debt refinancing. Firstly, the bank debt in

October and then you've got the bright line that follows that in July the next

year?

Tim Carter: Look we're reasonably comfortable now with '27. As we've said, the majority of

our milk is not under seized. A lot of our farmers we're looking for today that are

under cease still, we're looking for today and today's results. So. we're pretty

confident, we're very confident that we've got momentum and that'll take us

through.So in that sense, look yes, we're in a really good spot from where we

were 6 months ago.

Andy's met with our banks just recently, really positive signs coming out of that

in terms of; one, the result, but more importantly as we look forward and the

momentum we've got. So, across those two, a lot more confidence today than

we were 6 months ago for sure.


Adrian Allbon: Okay, so that would be, because I guess the statement in the account still kind

of throws a bit of caution on the FY27 year. So you're saying, as you say here

today, you've got good momentum against that statement?

Tim Carter: Spot on.

Adrian Allbon: Okay, thank you.

Operator: Your next question comes from Marcus Curley with UBS. Please go ahead.

Marcus Curley: Good morning, I just wondered if we can have one more on that milk supply.

When you say majority, it's obviously a pretty loose description. Could you give

us a little bit of a range in terms of what the percentage is that you have at the

moment secured?

Tim Carter: Yes, so majority is majority. We have 204 South Island suppliers, right? What I

can't give you is an absolute number, the commercial sensitivity with that. What

I'll also say is the number's changing daily and at the moment it's probably

changing hourly as we're working with our farmers and working it through. But

right now, 204 South Island farmers, majority aren't under lease. We have a

very minimal amount that have already had their choice.

And as I said, the rest of them, the feedback that's given us is, look they're

liking what they hear, but they want to see it, I guess, in black and white, which

is what today's about. And over the next week we'll be meeting with those

specific farmers. And look, the momentum we have, we're really encouraged

that we'll be in a good spot for '27 milk supply.

Marcus Curley: And when's the cut-off date for the decision around milk supply in '27?

Tim Carter: Yes, so look, we have two dates, March 31st with our revised secure milk

premium that we put out in January, which is in effect a $0.20 plus a $0.10,

$0.10, $0.10. That closes the 31st of March and then the straight $0.20 closes

at the end of April.

Marcus Curley: And so, at the end of April is a close off milk supply in '27?

Tim Carter: Basically, one May, you have a close off. Yes.

Marcus Curley: Okay. One May of this year.

Hannah Lynch: Sorry, 1st June.


Tim Carter: 1st June.

Marcus Curley: 1st June of this year for FY27.

Tim Carter: Yes, correct.

Marcus Curley: Okay. And secondly, I know your comments around sensitivity of the North

Island, but could you just give us some colour? Is it loss making at the gross

profit level? Not asking for the level, but is it still a negative?

Tim Carter: It is still a negative, but it has improved versus a year ago.

Marcus Curley: Okay. Could you talk, just extending that, the presentation talks about

improvements in manufacturing costs? You couldn't quantify that, but previous

presentations you have talked to the overall level of manufacturing costs. I just

wondered if you've got that to hand, what the year-on-year savings in

manufacturing costs were at absolute dollars?

Andy Liu: Yes. So, Marcus, actually there are two kinds of the main driven for this

manufacturing cost reductions or let's say optimisation. So, part of it is purely

from absolute value point of view we are talking about 2.6 million. Just bear in

mind, this is based on our 28% or 25%, I don't remember the exact number, for

volume increase. For the moment, I can only provide you with absolute value,

but if we are talking about apple-to-apple base, I can calculate the number and

get back to you later.

Marcus Curley: Yes, that would be useful in terms of what the absolute manufacturing cost

base has moved by, and obviously collectively across the North Island and

South Island. And then finally, just in terms of Lactoferrin, again normally you'd

give some sort of directional colour. Could you talk about the incremental

contribution to gross profit?

I assume it's an increase for Lactoferrin, given you probably had inventory. I

think you had inventory on hand that you've probably sold down plus

manufacturing. Can you give us any colour what Lactoferrin contributed to the

gross profit improvement in half?

Tim Carter: We probably can't right now. It's pretty commercially sensitive in terms of what

you're asking. I think what we can say is the pricing has stabilised for

Lactoferrin in the market.


I think we're now more around 570 to 650 per kilo. So that's helped. Certainly,

from a stock position we're in a really good spot in terms of selling that through.

So, the actual question you're asking is fairly sensitive, so we can't give that.

Marcus Curley: But how about directions? So, was the gross profit from Lactoferrin up or down

year-on-year?

Andy Liu: It's just stable. As mentioned actually, the price is more stable. For a while. So

that's why we didn't see big changes from profit perspective.

Marcus Curley: That's it for me. Thank you.

Operator: Once again, if you wish to ask a question please press star one on your

telephone.

Your next question comes from Stephen Ridgewell with Craigs IP. Please go

ahead.

Stephen Ridgewell: Good morning, and first of all well done on the much-improved performance this

period. I just have a couple of questions. First of all, I'm just trying to get a

sense of how sustainable the 28% volume growth for advanced nutrition in the

First Half '25 is?

Can you give us a sense of how much that growth roughly was due to

restocking from your major customer during the period following some

production issues over the June, July, August? And is that restocking now

finished? And then relatedly, how much of that 28% growth is being driven by

new customers at Pokeno and Dunsandel, please?

Tim Carter: I think the demand for I'll try and answer in a couple of ways for you. Obviously,

what you're asking is quite sensitive information, certainly from our customer's

perspective. So, I think from an advanced nutrition perspective, we're seeing

good demand for the end of FY25.

It's solid demand, and you would see that through other results that have come

through as well. So, we're really confident we can meet that demand and

realise that opportunity. In terms of new customer demand, look, it's relatively

small but growing at a pretty good rate.

And that's the encouraging part, and that's all in base powder, as opposed to a

canned finish. And so that is a multinational customer. And then in '26, we have


two additional I would call’ customers of scale’ that are coming through the

process, whether that is they are in commercial trials, quality audits.

So again, that outlook around that advanced nutrition base powder looks quite

promising. The team have done a great job to qualify these customers and

really sell some of Synlait’s benefits to them.

Stephen Ridgewell: Okay, so it sounds like it's comfortably under half of the growth that's being

driven by new customers, just reading between the lines there?

Tim Carter: Yes. That's fair.

Stephen Ridgewell: Okay, cool. And then just on in terms of your cautious commentary on this, you

can have a more cautious commentary. I guess can you outline at a high-level

expectations for Dairyworks performance in the second half?

Tim Carter: Sorry, can you just repeat that again?

Stephen Ridgewell: Are you expecting growth? So just in terms of the second half outlook, are you

expecting improved performance from Dairyworks or reduced performance

relative to BCP in the second half?

Tim Carter: Yes, look, I'm expecting an improved performance again for the back half of

Dairyworks. That business has strong momentum. We've talked about

Australia, Southeast Asia. They're navigating the commodity prices well.

They've got cost and optimisation.

We talked about some of the capital efficiency projects that have gone into

them. We're beginning to realise the benefit of those. So, yes, they'll have a

strong back half.

Stephen Ridgewell: Okay, that's helpful. And then last one from me, just on cost out, I guess, a year

ago when the -- or six or even nine months ago when the financial position of

the company is a bit more in question, there were plans to take out a lot of cost

from the business. I'm just wondering, to what extent does the strong result

you've reported today reflect that cost out?

And then is there sort of further cost out that you see, material cost out you see

so that the business can take out in the next period or two?


Andy Liu: Yes, so look, for the moment, we are on the way. Still very focussing on the

cost and definitely for the half year, we see some of that benefit, mostly focused

on these consultancy fees and also some legal fees.

Here in the business, it's very clear. We try to do it by our own. And we see that

this can be a very long journey. And for the moment, we are on the way to

further optimising or reduce the cost.

Stephen Ridgewell: I mean, is there any, even high-level quantification, in terms of the potential to

take cost out of the business? We're talking about the tens of millions or

relatively small opportunities to take, to further optimise. Just like a rough idea

would be helpful.

Andy Liu: Yes, let's say for the first half year that we have the number around, let's say

the 2 million to 3 million, we should reduce. This is already taking into account

the inflation. So, without inflation, it can be 3 million to 4 million for the half year.

So, let's say for the full year around 10 million approximately.

Tim Carter: Yes, so I think to your question what we've done is we've realised that we can

operate at a shift structure or a headcount and improve on that. So, you know,

Andy's talked about two to three now. I think there's at least a further two to

three as we head into ‘26 that we'll realise in that ‘26 year.

It's funny when you start focussing on it, you get cost out, you start, you lift up a

rock and you realise there's more value to be had in the value chain in other

areas. But there's definitely more to be had, no doubt about it.

Stephen Ridgewell: Cool, thank you. That's all from me.

Operator: Your next question comes from Jonathan Snape with Bell Potter. Please go

ahead.

Jonathan Snape: Yes, thanks. Can you hear me okay?

Hannah Lynch: We can hear you, Jonathan.

Jonathan Snape: Great. Look, I'll ask, first one's probably the easiest, so I'll get that out of the

way. The assigned receivables facility, I couldn't see any reference to how

much that was utilised in the half. Was there much of a change relative to the

first half position, given I think there's some references in there that you'd


increased your sales to Woolworths and I would have assumed that would have

been in there. So, is there any material change in that off-balance sheet facility?

Andy Liu: Yes, hey, Jonathan, I don't have a number for the moment, but definitely I can

send you some kind of numbers afterwards because for the moment, what I do

remember, yes, we have some additional ones for this account receivables

facility. I will send you some information afterwards.

Jonathan Snape: All right, great. Look, just on the nutritional side, I noticed the inventory position

was down quite a lot, like it's probably the lowest in a few years. And the

prepayments were also down quite materially, half on half. I'm just trying to

reconcile those two numbers coming down with forward-looking indications.

think, of where you think that business kind of goes, because it doesn't kind of

line up unless you intend on really ramping up production in the second half. Is

that, I guess, the plan because it does look like quite a low inventory position to

exit the period?

Tim Carter: Yes, so look, absolutely, you're spot on. Well, from a nutritionals perspective,

we are ramped up, we'll continue to be ramped up to make sure that when we

end the season and start the season we're in a good spot for our customers. So

yes, you're spot on. Lots of effort going into that area at the moment.

Jonathan Snape: Okay. And I guess just as a quick follow-on around, like base powder in this

half, was there much in terms of sales, of just pure base powder?

Tim Carter: Look, our new customers that were brought on are all base powders, so that's

certainly been helped a lot. But coming back, cans certainly have dominated

coming through, and as we said, we need to make sure we've got the right

appropriate stock cover for end of season to begin the season. But yes, that

advanced nutrition base powder has increased due to the new customers that

have come on board.

Jonathan Snape: Okay and that was almost negligible in the PCP, is that right off memory?

Tim Carter: Say that again, sorry?

Jonathan Snape: There was next to none of that in the first half of last year, was there and so it's

just pure base powder?

Tim Carter: Yes, you're right. This new customer that I'm talking about has only come on in

25 so yes, correct.


Jonathan Snape: Yes. All right, great. Thank you.

Tim Carter: No problem.

Operator: There are no further questions at this time. I'll now hand back to Hannah Lynch

for closing remarks.

Hannah Lynch: Thanks everyone for your engagement and participation in today's call. As

always, if there's any follow-up, feel free to reach out to me directly. Otherwise,

we look forward to connecting with many of you over the coming days. Thanks

for joining us.

Operator: That does conclude our conference for today. Thank you for participating. You

may now disconnect.

[END OF TRANSCRIPT]

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