Special Shareholders' Meeting Presentation
Special Shareholders' Meeting
12 June 2024
Welcome
Chair
Alasdair MacLeod
Special Meeting Presentation
3
This presentation has been prepared by Trade Window Holdings Limited (TradeWindow). All information is current at the date of
this presentation, unless stated otherwise. All currency amounts are in NZ dollars unless stated otherwise.
Disclaimer
Information in this presentation:
•is for general information purposes only, and does not constitute, or contain, an offer or invitation for subscription, purchase, or recommendation of
securities in TradeWindow for the purposes of the Financial Markets Conduct Act 2013 or otherwise, or constitute legal, financial, tax, financial
product, or investment advice;
•should be read in conjunction with, and is subject to TradeWindow’s Financial Statements and Annual Reports, market releases and information
published on TradeWindow’s website (tradewindow.io);
•includes forward-looking statements about TradeWindow and the environment in which TradeWindow operates, which are subject to uncertainties
and contingencies outside TradeWindow’s control – TradeWindow’s actual results or performance may differ materially from these statements;
•includes statements relating to past performance information for illustrative purposes only and should not be relied upon as (and is not) an indication
of future performance;
•may contain information from third-parties believed to be reliable, however, no representations or warranties are made as to the accuracy or
completeness of such information; and
•non-GAAP financial information does not have a standardised meaning prescribed by GAAP and therefore may not be comparable to similar financial
information presented by other entities. The non-GAAP financial information included in this document has not been subject to review by auditors.
Non-GAAP measures are used by management to monitor the business and are useful to provide investors to access business performance.
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How to participate in the virtual meeting – Q&A
Shareholder & Proxyholder Q&A Participation
•Written Questions: Questions may be submitted
ahead of the meeting. If you have a question to
submit during the live meeting, please select the
Q&A tab on the right half of your screen at
anytime. Type your question into the field and
press submit. Your question will be immediately
submitted.
•The Q&A tab can also be used for immediate help.
If you need assistance, please submit your query
in the same manner as typing a question and a
Computershare representative will respond to you
directly.
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How to participate in the virtual meeting - Voting
Shareholder & Proxyholder Q&A Participation
•Once the voting has been opened, the resolutions
and voting options will allow voting.
•To vote, simply click on the Vote tab, and select
your voting direction from the options shown on
the screen. You can vote for all resolutions at
once or by each resolution.
•Your vote has been cast when the tick appears. To
change your vote, select ‘Change Your Vote’.
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Agenda
Directors
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A J Smith
Kerry Friend
Phil Norman
Growth strategy 8
Pathway to profitability 10
Capital raising 13
Resolution 16
Meeting close 19
Executive Director and CEO
A J Smith
8
Multiple growth levers
Capital efficient growth focused on acquiring market positions that can help sustain building a competitive advantage in innovation
8
INNOVATION
of the Global Trade Platform
GREATER USAGE
by existing customers
NEW CUSTOMERS
on the platform
ACQUISITION
to accelerate and de-risk growth
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Some of the Australasia’s most prolific shippers and freight forwarders rely on our solutions to run business critical operations
513 organisations use our technology
Note, logos don’t necessarily correspond to top customers.
DairyMeat
Seafood
HorticultureLogistics & other
10
Pathway to profitability
•Forecast growth supports monthly EBITDA break-even in March 2025
1
•Predictable recurring revenues from over 513
2
customers including some of the world’s
most prolific agriculture exporters and freight forwarders
•Strong market position with more than 50% of New Zealand’s primary industry
exporters using TradeWindow software
•Focus on increasing revenue in winning products to fund a self-sustainable innovation
and development programme
•Offshore innovation and development division to reduce cost, access talent, and boost
productivity
1.Forward looking financial information should be read in conjunction with key assumptions on Slide#21
2.Customers as at 31 March 2024
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Growing from solid foundations
•Delivered a CAGR of 104%
1
since the start of
commercialisation in January 2020
•Forecasting continued revenuegrowth in the range
of 20% to 34% year-on-year for FY25 (1 April 2024 to
31 March 2025)
•Trading revenue guidance of $7.3m to $8.3m for
FY25
•Forecast revenue growth underpinned by cross-
selling to existing customers and winning new
customers in Australia
Revenue
2
1.CAGR period FY20 to FY24
2.Forward-looking financial information should be read in conjunction with key assumptions on Slide 21
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0.0
1.0
2.0
3.0
4.0
5.0
6.0
7.0
8.0
9.0
FY20AFY21AFY22AFY23AFY24FFY25F
NZ$M
12
TradeWindow 2.0
Pathway to profitability and continued revenue growth
Average half year cash burn
1
•Monthly EBITDA breakeven expected
March 2025
•Positive monthly cash flow expected
approximately six months later
•Rationalised cost base includes
reduced headcount, hybrid working,
and offshore innovation and
development
•Supported via ASB Bank removal of
2x facility limit cash covenant and
extended amortisation reliefto March
2025
1.Forward-looking financial information should be read in conjunction with key assumptions on Slide 21
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-1.0
-0.9
-0.8
-0.7
-0.6
-0.5
-0.4
-0.3
-0.2
-0.1
0.0
1H23A2H23A1H24A2H24A1H24F2H24F
NZ$M
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Capital to support path to profitability: use of proceeds
1. Drive organic growth in Australia
•Capture further market share in Australia with a focus on direct sales and
establishing channel partnerships
•Building company and product profile to support lead generation and conversion in
the Australian market
3. Supporting existing solutions
Sources
1
Private placement$2.0m
Share Purchase Plan$0.22m
Total$2.22m
2. Path to profitability in FY25
•Strengthen balance sheet to take the business through to profitability during FY25
•Provides resilience to weather unforeseen trading variability and macroeconomic
events
•Maintaining existing solutions to ensure a high-quality user experience and
reliability
•Progressiverelease of new revenue generating features and functionality which
provide a pathway to delivering the global trade platform
Uses
Cash on balance sheet*
$2.0m
Transaction costs$0.22m
Total$2.22m
1
All figures assume resolution of this meeting are approved by Resolution 1 of this
special meeting
2.
In addition to the Share Offer, TradeWindow may explore potential debt funding
options to further enable it to capitalise on future growth opportunities
Chair
Alasdair MacLeod
A J Smith share subscription terms
The final step of the capital raising
•Issue price 17.5c/share with a total investment by AJ Smith of more than
$656,000, ensuring the company raises the entire $2.2 million it seeks to
execute on its growth plans
•Deferred settlement arrangement requested by AJ:
•1,875,336 shares to settle on 31 August 2024.
•1,875,337 shares to settle on 30 November 2024.
•Resolution required under NZX Listing Rule 4.2.1 due to deferred
settlement terms differing from other investors.
•Non-interested directors support the deferred settlement terms and
unanimously recommend shareholders vote in favor of the resolution.
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Resolution
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Resolution
Approval of issue of shares to AJ Smith under
Subscription Agreement
•That, in accordance with NZX Listing Rule 4.2.1,
shareholders approve an issue of 3,750,673 fully
paid ordinary shares of the Company to Albertus
Johannes Smith under the Subscription Agreement,
to be settled in two tranches as described in the
Explanatory Notes to the Notice of Meeting.
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Proxy votes cast ahead of the meeting
RESOLUTIONFOROPENAGAINSTTOTALABSTAIN
Approval of
share issue
20,334,043 (98.74%)202,120 (0.98%)57,462 (0.28%)20,593,6252,888,373
Meeting
close
Appendix.
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Projected financials – key assumptions
Forward-looking financial information is inherently subject to uncertainty and judgement.
Key assumptions which may have a material risk to ourprojections include:
SPECIFIC
•The rate and timing of new customer traction
•Successful retention of people with the required skills cost effectively
•No research and development costs have been capitalisedto the
balance sheet
GENERAL
•No materialchange in the current economic conditions locally
and globally
•No changes in accounting standards or other mandatory
professional reporting requirements
TradeWindow
Investor Contact
Andrew Balgarnie
Chief Strategy Officer
TradeWindow
+64 275 594 133
andrew@tradewindow.io
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.