ArborGen Holdings Limited – Annual Report FY 2024

ANNUAL
REPORT
2024

TABLE OF CONTENTS
From Seedlings to Success1
FY24 At a Glance2
Chairman and CEO’s Report4
Financial Performance11
Leading Our Business12
Our Business14
Our Environmental, Social & Governance Report19
– Environmental Stewardship20
– Positive Social Impact22
– Celebrating Our People24
– Strong Governance26
Adjusted US GAAP Reconciliation28
Financial Statements30
There are statements in this Report that are ‘forward looking statements.’ As these forward-looking statements are predictive in nature,
they are subject to a number of risks and uncertainties relating to the Group, many of which are beyond our control. In particular,
ArborGen’s operations and results are significantly influenced by the general level of economic activity in the various sectors of the
economies in which it competes, particularly in the United States and Brazil.
Fluctuations in industrial output and the impact that has on global demand for wood fibre and hence harvest and reforestation levels,
government environmental and regional development policies, capital availability, relative exchange rates, interest rates, the profitability
of our customers, can each have a substantial impact on our operations and financial condition.
ArborGen-specific risks and uncertainties include (in addition to those broad economic factors noted above) the global markets and
geographies in which it operates, intellectual property protection, regulatory approvals, the rate of customer adoption of advanced
seedling products, the success of its research and development activities, weather conditions, cone and seed inventory, biological
matters, and the fact that ArborGen’s annual crops and seed orchards are not the subject of insurance cover.
As a result of the foregoing; actual results, conditions and conclusions may differ materially from those expressed or implied by such
statements.
All references to currencies in this document are in US dollars (US$) unless otherwise stated.

From Seedlings
to Success
Dave Knott, Chairman
The strategic reset undertaken three years ago is
delivering tangible benefits for our company, as we
report another year of improved performance and
a positive upturn in our financial results. In particular,
our growth efforts in Brazil are yielding impactful
contributions with record sales, pricing and margins,
supported by a solid performance in our longstanding
US market.
On behalf of the Board of Directors and management,
I am pleased to present ArborGen’s Annual Report for
the year ended 31 March 2024.
1
MARKET LEADER IN
US SOUTH AND BRAZIL
GLOBAL LEADER IN
ADVANCED GENETICS
SEEDLINGS
10 SEED PRODUCING
ORCHARDS
14 SEEDLING NURSERIES
2,000 PLUS CUSTOMERS
PER YEAR
709 TEAM MEMBERS
ACROSS NZ, US AND
BRAZIL
c .498 MILLION SEEDLINGS
PER ANNUM PRODUCTION
CAPACITY
c .20 MILLION
CONTAINERISED
SEEDLINGS PRODUCED
INHOUSE

FY24 at a Glance
COMMERCIAL HIGHLIGHTS
2
STRENGTHENED
LEADERSHIP WITH
CONTINUED
GROWTH MOMENTUM
IN BRAZIL WITH
STRONG FOCUS ON
ADVANCED GENETICS
SALES BOLSTERED
US PERFORMANCE
ACQUIRED
NURSERIES
IN US & BRAZIL
YEAR-ON-YEAR
EXPECTED IN FY25
• New leadership with the appointment of Justin Birch as Group CEO from June 2023
• Refreshed leadership team with new appointments of General Manager Brazil, Chief Financial Officer
and new role of VP Operations North America
• Completed review of business model, strategic initiatives and resources – focus remains on two
regional markets, which offer strong growth and commercial prospects for ArborGen
US South
• Solid pricing and margins on subdued volumes
• Industry, weather and economic headwinds impacted the sector
• Strengthened sales team and right sized US operations
• Acquired Jasper Nursery in Texas in 2H24 and closed the Taylor Nursery
Brazil
• Record sales volumes, pricing and margin, with momentum continuing
• Acquired 15 million capacity eucalyptus nursery
• Investment in internal production capabilities and team
& EXPANDED TEAM
growth
record
result
new
CEO

(1) Adjusted US GAAP EBITDA is a non-GAAP financial measure and excludes one-off and unusual items which may include restructure
costs, impairments and write downs on assets, acquisition/sale transaction costs and other one-off items. In FY24, these totalled $5.2m.
Additionally, management believes this measure provides useful information, as it is used internally to evaluate performance, and it is also
a measure that equity analysts focus on for comparative company performance purpose. Refer to page 28 for more information.
FINANCIAL HIGHLIGHTS
For the 12 months ended 31 March 2024. All percentages compared to prior comparative period (pcp).
All dollar values in US currency.
44
373
MILLION
SEEDLINGS SOLD
OF SALES ADVANCED
GENETICS SEEDLINGS
SALES REVENUE
($m)
ADJUSTED
US GAAP EBITDA ($m)
SALES VOLUMES
(m seedlings)
• 21% increase in revenue to $67.7m
• 32% increase in gross profit to $24.0m
• Improvement in NLAT from $2.5m to $0.2m
• Net debt (excluding capitalised leases) of $14.4m as of 31 March 2024
• Record Adjusted US GAAP EBITDA
(1)
result of $12.8m, up 39% year-on-year and ahead of guidance
• Seedling unit sales of 373 million, consistent with prior year
• Advanced genetics made up 44% of total sales
More information on financial performance can be viewed on pages 11 and 28.
%
ADJUSTED
US GAAP EBITDA
UP 39%
12.8
$
M
BORROWINGS
REDUCED TO
20
$
M
SALES REVENUE
FY24FY23FY22
$12.8m
$9.2m
$10.1m
375m
FY24FY23FY22
373m
360m
FY24FY23FY22
$67.7m
$56.1m
$47.6m
67.7
$
M

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
4
Chairman
& CEO's Report
"THE 2024 FINANCIAL YEAR HAS BEEN A REWARDING
ONE FOR OUR COMPANY, MARKED BY RECORD REVENUE
& A RECORD ADJUSTED US GAAP EBITDA RESULT."
Dave Knott – ChairmanJustin Birch – Group CEO

5
The strong result highlights the value of the
strategic reset undertaken three years ago, which
saw us divest our Australasian operations and
expand in Brazil, while maintaining our strong
presence in our traditional US market.
This has proven to be a winning formula, with
Brazil contributing 39% of our seedling sales
revenue in FY24, up from 30% in the prior year.
Despite the challenging conditions in the US
South, which have had ripple effects across
the industry, our US business also turned in a
satisfactory result with solid pricing and margins
delivering a 5% increase in revenue despite
reduced volumes.
Cost inflation and economic headwinds have
continued and were particularly pronounced in
the US. We have responded with a concerted
effort to streamline the organisational structure,
reduce costs and enhance operating efficiencies.
In line with this, the company has entered into a
purchase agreement to sell our in vitro business
for $4 million with settlement expected at the
end of June 2024. The proceeds will be used
to pay down debt and allow for investment into
growth and productivity opportunities. The in vitro
business was acquired by ArborGen in 2000 and
was used for the cloning of particular varietals.
We no longer consider this technology to be core
to our business, which is focused on Mass Control
Pollinated (MCP
®
) advanced genetics seedlings
and other varietals for which in vitro technology
is not required.
We have also closed our Taylor Nursery in the US.
This was originally acquired to support projected
demand in South Carolina which has not been
realised, in part due to ongoing weather events as
well as the economic conditions of South Carolina
forestry with multiple mills closing in the area.
Together, these two initiatives will free up cash
for investment into higher return opportunities
and realise around $1m in savings per annum,
positively impacting our bottom line.
Noteworthy this year was the revitalisation
and reinforcement of our leadership team,
spearheaded by Justin Birch who commenced
as Group CEO in June 2023, followed by several
other key leadership appointments.
A review of our business model and strategy
has been undertaken, providing us with a clear
roadmap to achieve our objectives. Our strategic
pathways are focused around our Go to Market
strategy and Operating Strength and can be
viewed on page 16.
Our overall goal remains steadfast – to drive sales
of our advanced genetics seedlings in our target
markets, thereby delivering increased value for
forest owners and greater returns for our business.
Our focus remains on our two regional markets in
the US South and Brazil, where we have identified
strong growth and commercial potential for
ArborGen, and where we can build on our existing
footprint and market share.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
6
US sales revenue remained strong despite the
impact of macro conditions on sales volumes, as
we focused on the sale of higher value advanced
genetics seedlings.
ArborGen remains a key player in the US South,
boasting one of the largest capacities for
advanced genetics tree seedlings production,
exceeding 350 million seedlings annually. Our
strategic focus remains on bolstering the adoption
of higher value, advanced genetics seedlings
throughout the region.
The market has recently witnessed the closure
of several major pulp mills due to historically low
pulp prices, thereby reducing processing capacity
and the ability to fully harvest crops. Concurrently,
subdued demand for saw timber prompted some
customers to postpone harvesting, subsequently
affecting their demand for seedlings. In addition,
wet weather conditions during the summer
impeded ground preparation for replanting,
while an influx of suppliers added to market
complexities.
These conditions had a flow-on effect on US
sales volumes for FY24, which were 5% down on
prior year. Despite the flat market, we were able
to increase our mix of MCP sales and expand
margins in FY24.
In 2H24, we acquired the Jasper Nursery in Texas,
which we have leased since 2018. The nursery
provides production capacity of approximately
30 million seedlings per annum and the
acquisition will fortify ArborGen’s footprint
in Texas. We also further expanded container
capacity in Texas and exited the Taylor Nursery
in South Carolina.
Emerging carbon market opportunities
We continue to evaluate and progress opportunities
in sustainable forestry and the carbon market.
Forests have an important role to play in
sequestering carbon and ArborGen is uniquely
positioned to exploit this opportunity. We are
actively engaged with carbon project developers
who are pursuing large scale afforestation and
reforestation projects in the southern US. While
early days, we have one long-term supply
arrangement to provide both advanced genetics
pine seedlings and hardwood seedlings.
US outlook
Current conditions in the US are expected
to continue into FY25. Looking ahead, while
we anticipate a return to a more commercial
processing cycle for US pulp production, the
long-term trend suggests a continued decline.
Meanwhile, a recovery in demand for saw timber
is projected by 2025.
These market dynamics support ArborGen’s go-
to-market story. Our advanced genetics seedlings
offer customers the opportunity to achieve higher
yields and returns from premium grade timber,
meeting the growing market demand.
We are concentrating our efforts on sales of our
highest value products. The introduction of new
sales terms and a pricing review will also bolster
our US performance.
We are well situated in regions which offer high
potential. We remain focused on thoughtful
growth, optimising our existing footprint while
recognising the capital expenditure requirements
for further growth.
The 2023 cone harvest was lower than expected
due to the freeze event in late 2022. This will
result in a higher cost of seed to plant in FY25.
Nonetheless, we maintain sufficient inventory
to meet projected customer demand.
With an intensified sales focus and energy, we aim
to maintain our market share, continue the shift to
higher value products and grow our margins.
US SOUTH: MARKET EXPANSION & MCP ADOPTION
Seedling sales
(units m)
Sales revenue
($m)
Seedling capacity
(units m)
Advanced genetics as %
of total sales volume
FY24
FY23
260m
273m
FY24
FY23
$41.2m
$39.3m
FY24
FY23
41%
37%
FY24
FY23
350m
350m

7
BRAZIL: OPPORTUNISTIC & MEASURED EXPANSION
Brazil has continued its positive track record and
delivered another record result, with volume
growth bolstered by strong pricing and margins.
In Brazil, we are leveraging our strong position
in the pine and eucalyptus seedling markets to
build a sustainable, highly profitable business.
We are replicating our US strategy to convert the
market to products with superior genetics and are
now one of the largest commercial suppliers in
the country. While we are developing more new
protected clones, unprotected market clones (with
no royalties) are still a large and profitable part of
our Brazil business.
Brazil is the world’s largest producer and
exporter of hardwood pulp, with rapid expansion
in production capacity in recent years. As a
consequence, demand for eucalyptus seedlings
is projected to be 1.2 billion seedlings per annum
for the next few years. However, this growth in
demand is accompanied by a decline in yields
per acre, attributable to environmental and
weather-related factors. Consequently, the market
is seeking new clones with higher yields that are
also more resilient. This presents an opportune
landscape for ArborGen.
Our superior trees offer higher yields and higher
wood density than standard market clones,
improved disease and insect resistance, and
good drought tolerance.
Consistent with our growth aspirations, we have
been expanding our production capacity. This
now sits at over 135 million seedlings per year,
through our own nurseries as well as contract
growers. In August 2023, we announced the
acquisition of an additional eucalyptus nursery
business for approximately US$3m to be paid over
seven years, with ArborGen taking control from
early October 2023.
To bolster our operations in Brazil, we have made
several new team appointments, including a
Head of Product Development. We believe there
is significant room for innovation in eucalyptus
and pine tree improvement and are building a
comprehensive programme, from development
to commercialisation.
Brazil outlook
We are excited about the potential to continue
our growth momentum in Brazil and anticipate
another strong performance in FY25.
Significant increases in production across
the industry has seen a moderation of the high
prices achieved in FY24, however, pricing and
demand for protected clones remains high.
We are moving quickly to leverage this demand,
with investment into nurseries and orchard
development to transform more product from
market (unprotected) to protected clones. Given
the longer-term nature of AborGen’s business,
the benefits of this investment will be seen from
FY26 onwards.
While a significant portion of our protected
clone sales in Brazil currently stem from licensed
products, our strategic trajectory involves
leveraging our expertise to build our product
development of proprietary ArborGen genetic
seedlings as well. Protected clones, either
proprietary or licensed that are sold by ArborGen,
deliver superior prices, margins, and sales stability
compared to commodity clones.
We are evaluating opportunities to further expand
production to meet growing demand in Brazil. In
addition, we have identified promising opportunities
across the broader South America region.
Seedling sales
(units m)
Sales revenue
($m)
Seedling capacity
(units m)
Advanced genetics as %
of total sales volume
FY24
FY24
FY24
FY24
FY23
FY23
FY23
FY23
113m
$26.5m
50%
138m
102m
$16.8m
40%
120m+

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
8
Over the past year, a significant focus of our
management effort has been on formalising
productivity strategies and procedures throughout
our organisation. This comprehensive approach
has encompassed initiatives such as continuous
improvement training, the establishment
of standardised KPIs to monitor progress,
enhancements to inventory systems, and the
refinement of our long-term nursery production
strategy.
Additionally, we have been collaborating closely
with our customers to develop a model that more
effectively aligns risk ownership between both
parties within the sales process.
Internally, our dedicated teams have been tasked
with identifying opportunities for cost savings and
operational efficiencies, ensuring that we maintain
a streamlined and efficient operation across all
facets of our business.
Continuing our commitment to innovation, we are
actively exploring new equipment, technologies,
and tools to further boost our productivity. For
instance, we are preparing to trial new pollen
guns this season, designed to precisely apply the
optimal amount of pollen to each bag. Our focus
during these trials will be on achieving reduced
costs while enhancing effectiveness.
Our commitment to advancing genetics remains
steadfast as we strive to introduce new varieties
boasting heightened levels of disease and insect
resistance, coupled with superior wood quality
marked by increased density and stiffness.
New genetics are essential to maintaining a
competitive advantage. We are introducing new
selection techniques, testing and analysis to
increase our ability to develop superior proprietary
genetics to our customers more quickly.
More than 47,000 seedlings were grown for
research and development in FY24, encompassing
internal trials and university co-operative trials.
New orchard blocks have been established for
coastal advanced generation MCP trees. These will
begin producing cones and seed at scale in 2030.
In addition to our proprietary products, we
continue to forge partnerships by licensing and
selling genetic materials from other companies.
Throughout the year, we renewed existing
partnerships and established new ones, further
enriching our genetic portfolio.
To bolster our product development endeavours,
we have reinforced the product development
team with new appointments in both the US
and Brazil and increased collaboration between
regions to share knowledge and learnings.
OPTIMISE TOTAL
PRODUCTIVITY
PRODUCT DEVELOPMENT:
FOCUS ON MARKET
DRIVEN GENETICS FOR
THE FUTURE

9
New management has led a review and refresh of
our purpose, mission, values and culture. These
foundational elements are paramount in fostering
the optimal performance of our business and team.
In alignment with our operational base, we have
transitioned some roles from New Zealand to the
US, reflecting our strategic focus.
Central to our success is our dedicated team.
Over recent months, we have welcomed a
cadre of skilled individuals, and our team now
comprises expert, experienced individuals who
are contributing to the growth and success of our
business. We are implementing initiatives to better
connect our team with our corporate objectives,
thereby bolstering company performance.
An important investment in the last year has been
the introduction of new customer management
software. This is providing an improved ability to
track and expand our universe of potential clients,
given the fragmented land owner base and long-
term cycles of investment.

We continually monitor and review our seed
orchards, production capacity and inventory
to ensure we have adequate supply to produce
the demand for advanced genetics seedlings, as
well as at least two years’ buffer seed to reduce
reliance on single year cone harvests.
As customers shift to advanced genetics, the
supply of Open Pollinated (OP) seed required to
meet demand continues to decrease. In line with
this, a decision was made to cap the number
of years of supply maintained for lower grade
genetic seed. A clean up of our seed inventory has
been undertaken, resulting in a non-cash $1.8m
provision for older, low demand and low quality
seeds. This strengthens the overall value of the
remaining seed and frees up space for higher
value and higher demand seed.
In FY24, ArborGen achieved modest overall MCP
seed production in the US, with cones harvested
in October 2023 producing a seed equivalent of
114 million seedlings.
STRENGTHEN THE
ORGANISATION & DEVELOP
A PERFORMANCE CULTURE
SEED PRODUCTION
& INVENTORY

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
10
ArborGen is undeniably a market leader in
advanced genetics seedlings. Our products are
proven game changers for forestry and land
owners.
Looking to FY25, we expect ongoing momentum
in Brazil, while the current conditions impacting
US sales are expected to continue resulting in flat
year-on-year sales volumes.
Our team remains focused on transitioning
customers to higher value products, and we will
continue to expand our production capacity to
meet demand, particularly in Brazil.
The increased investment into the expansion
of our team, nursery improvements and other
strategic initiatives will be reflected in the FY25
year. This will be partially offset by savings from
the ongoing cost reduction programme including
savings from the closure of the Taylor Nursery
and the sale of the in vitro business.
Your Board and management team remain
focused on achieving our strategic goals and
delivering value to our shareholders.
We would like to thank our team, our customers,
suppliers and shareholders for their support.
Our team is growing and we would like to
acknowledge and thank both new and existing
team members who are making our business
a success. We are privileged to have the trust of
our customers and are committed to continuing
to deliver high quality products and service that
meets their needs.
ArborGen is a market leader, has a robust strategy
in place and identified growth opportunities. Our
momentum is building and we are looking forward
to another strong year in FY25.
Dave Knott
Chairman
Justin Birch
Group CEO
OUTLOOK

11
Financial
Performance
We were pleased to deliver a strong result with
record revenue and record Adjusted US GAAP
EBITDA.
Revenue grew strongly year-on-year and was
up 21% to $67.7m. This was driven by a strong
performance from Brazil, with US sales also up
on the prior year. This was despite the impact of
macro conditions on sales volumes, as our team
focused on the sale of higher value advanced
genetics seedlings.
Gross profit improved 32% to $24.0m. The
results include one-off and unusual transactions
of $(4.7)m, comprising: a non-cash $1.8m
provision for obsolete seed inventory, a non-
cash $1.0m VAT valuation allowance, $1.9m CEO
transition costs, the majority of which were non-
cash equity grants, (itemised as CEO transition
costs, seed review and other in the Financial
Statements). There were also other restructuring
costs of $0.5m, taking the total one-off cost to
$(5.2)m. The CEO’s remuneration package reflects
market rate and includes an equity portion which
allows the company to conserve cash for ongoing
growth and maintenance capex, and further
aligns the CEO’s interests with shareholders and
incentivises performance.
Excluding total one-off and unusual transactions,
Adjusted US GAAP EBITDA was a record $12.8m,
compared to $9.2m in the prior year. Including
these transactions, US GAAP EBITDA was $7.6m,
down 26% from $10.3m in the prior year.
Cash flow and balance sheet
Net debt was $14.4m as of 31 March 2024, a
$1.4m increase on the prior year. This reflects the
warrant repurchase
(1)
, capital expenditure, interest
expense and taxes, along with favourable working
capital movement from the higher collection of
receivables in the US.
As previously communicated, in May 2023
ArborGen repurchased all outstanding warrants,
equating to approximately 5% of ArborGen Inc
(a wholly owned US subsidiary of ArborGen
Holdings) fully diluted common stock for $1.4m.
The purchase price represented a significant
discount and was in cash.
Cash and cash equivalents was $5.6m
at 31 March 2024.
Capital expenditure of $5.4m includes the
purchase of the Jasper Nursery and further
expansion of container capacity at two of our
nurseries in the US, while cash flow was positively
impacted by timing of ERC payment receipts and
working capital movements.
During the year, as part of our strategic pillar to
optimise productivity, we conducted a review of
assets within our business, to ensure these meet
the Board’s investment criteria and provide value
for shareholders. In line with this, we elected to
exit the Taylor Nursery and subsequent to year
end, sell the in vitro business.
(1) See Note 20 in the Financial Statements for more information on the Warrant Repurchase.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
12
Leading Our
Business
MEET OUR EXECUTIVE TEAM
The executive team has been strengthened and revitalised with the appointment of Justin Birch as CEO,
as well as other key senior roles. Each member of our leadership team brings to the table a wealth of
expertise, experience, and industry knowledge that is invaluable to ArborGen. Their collective insight
and proficiency will serve as a cornerstone of our success, as we navigate the evolving landscape of
our industry and pursue our strategic objectives.
Justin Birch
Group CEO
Kathy Parker
Vice President, Finance
& Accounting
Adriano
Amaral de Almeida
General Manager,
Operations, Brazil
Cathy Quinn
Director, Marketing
& Communications
Christina Green
Chief Financial Officer
Patrick Cumbie
Director, Product
Development
Timothy Spreier
Vice President
of Operations
Jason Watson
Director, US Sales
Joined: June 2023
Joined: November 2007
Joined: August 2023
Joined: May 2009
Joined: March 2024
Joined: July 2010
Joined: March 2024
Joined: August 2012

13
CHIEF FINANCIAL OFFICER
CHRISTINA GREEN
In March 2024, Christina joined ArborGen as
Chief Financial Officer, based at our headquarters
in Ridgeville, South Carolina. She now leads
our finance team, guiding the company as we
advance our strategic initiatives in the United
States and South America. Additionally, she
oversees our investor relations activities.
Christina has a wealth of experience in business
and finance, spanning a diverse array of global
and US enterprises. Prior to joining ArborGen,
she served as CFO for a non-profit organisation
focused on investment in bioscience and
agriculture start-ups. Her career includes 24
years at Monsanto (now Bayer), a publicly listed
agricultural and biosciences company, where she
held various positions in financial planning and
analysis, research and development within the
technology team, and managing partnerships and
acquisitions. Beyond her corporate roles, she has
owned and operated a franchise restaurant and
ran her own consulting company focused on life
coaching.
She is also dedicated to volunteering as Vice Chair
of Strategic Planning on the board of Easter Seals
Midwest, deriving great satisfaction from her role.
This charity supports individuals with disabilities
and their families, providing services such as child
development centers, physical rehabilitation,
job training, helping them overcome challenges
and achieve personal goals.
Christina holds an MBA from Washington
University and a bachelor's degree in accounting
from Southern Illinois University. Her astute
financial leadership will greatly contribute to
ArborGen's continued success.
VICE PRESIDENT OF OPERATIONS
TIM SPREIER
We were pleased to welcome Tim in March 2024,
to the new role of Vice President of Operations.
Tim has a strong expertise in operational
and supply chain management, as well as
continuous improvement. His strategic acumen
has consistently driven significant business
development and operational efficiencies.
Tim was most recently Director of Operations
at Lipman Family Farms, where he managed
all facets of a $600 million annual operation
encompassing growing, packing, shipping,
distribution, processing, and manufacturing of
fruits and vegetables in the US and Mexico. His
responsibilities included proactive management
of P&L performance, operations, supply chain
management, sales, logistics, and new business
development, with a strong emphasis on ongoing
process improvement.
At ArborGen, Tim’s primary focus for the nurseries
and orchards are cost reductions, efficiencies and
procurement. He is also leading our ESG efforts
with a focus on safety and team development,
and will spearhead our climate change initiatives,
leveraging his vast experience to drive our
sustainability efforts forward.
Tim holds a Bachelor of Science degree in
Business Administration from Kansas State
University. Additionally, he has earned certification
from the United States Department of Agriculture
(USDA) Agricultural Marketing Service Grade
Standards and the Hazard Analysis and Critical
Control Points (HACCP) Certification.
INTRODUCING
As part of the strengthening of the leadership team during the year, ArborGen was pleased to welcome
Christina Green as CFO and Tim Spreier as VP of Operations.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
14
Our Business
“OUR SCIENTIFICALLY PROVEN RESULTS & STATISTICAL
DATA SHOW WITHOUT A DOUBT THAT WHEN IT COMES TO
SEEDLINGS, CHOOSING THE BEST – THE MOST ADVANCED
SEEDLING GENETICS YOU CAN GET – IS THE WISEST
FINANCIAL CHOICE A CUSTOMER CAN MAKE.”
ARBORGEN'S ADVANCED GENETICS
SEEDLINGS DELIVER INCREASED VALUE
FOR FOREST OWNERS
ArborGen is undeniably a market leader in
advanced genetics seedlings.
We help landowners ensure the maximum
productivity of their forests – providing outstanding
growth and yield to address the world’s growing
need for wood, fibre and fuel.
Our high-value products significantly improve the
productivity of a given acre of forestry land and are
transforming the forestry industry.
WE HAVE LARGE OPPORTUNITIES
IN GROWTH MARKETS
We are focused on two regional markets in the US
South and Brazil, where we have identified strong
growth and commercial potential for ArborGen,
and where we can build on our existing footprint
and market share.
WE ARE STRONGLY POSITIONED
FOR THE FUTURE
ArborGen has a clear strategy, increasing
momentum and a market leadership position.
We have a competitive advantage driven by
decades of investment in research, intellectual
property and people capability.

15
DELIVERING INCREASED VALUE
FOR FOREST OWNERS
ArborGen’s advanced genetics seedlings deliver:
Earlier thinnings mean more revenue sooner for the forest owner.
Greater volume and better logs (higher percentage of sawtimber vs pulpwood) mean more revenue
at thinnings and at final harvest for the forest owner.
OPEN
POLLINATED (OP)
MASS CONTROL
POLLINATED (MCP
®
)
First thinning about 13 – 15 yearsFirst thinning about 11 – 13 years
First thinning may yield 40 – 50
tons/acre
First thinning up to 52 – 65 tons/acre
with up to 30% solid wood potential
Final harvest with 20% – 50%
of trees in sawtimber
Final harvest with 60% – 80%
of trees in sawtimber
Total revenue gain > 40%
BETTER LOG
STRAIGHTNESS
& REDUCED
FORKING
MORE
DISEASE
RESISTANCE
HIGHER REVENUE
40
%
+
GREATER NET
PRESENT VALUE
MORE SAWTIMBER
AT FINAL HARVEST
60
%
+
50
%
+

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
16
Our Vision
GO TO MARKET
Grow demand and sales of higher value
advanced genetic seedlings
• United States: expand market and
increase MCP adoption
• Brazil: opportunistic and measured
expansion
• Focus on market-driven genetics
for the future
OPERATING STRENGTH
Enable a strong foundation for the future
• Strengthen the organisation and develop
a performance culture
• Optimise total productivity
To be the world-leading provider of value-added, high-quality seedlings for
the forestry industry, creating thriving forests that benefit landowners, the
environment, and future generations through unmatched industry expertise.
DUAL PATHWAY STR ATEGY
Driving growth and leveraging long-term demand trends

17
Supporting the future of forestry
through socially and environmentally
responsible practices
An environment where
teamwork, diversity, safety
and development are valued
Partnering with our customers to achieve
their long-term goals while treating them
with honesty and respect
The maximisation and
enhancement of all parts
of our business
EXCELLENCE
PEOPLE
INTEGRITY
CUSTOMERS
SUSTAINABILITY
Our
Values
We stand by our word
and our people

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
18

19
Our Environmental,
Social & Governance
Report
We are committed to incorporating sustainability into our business practices. Our Environmental, Social
and Governance principles provide meaning beyond just commercial gain, and look to how we serve our
people, our customers and our shareholders, govern our company and protect our natural environment
for now and the future.
PRINCIPLESKEY THEMES
P OS ITIVE
SOCIAL IMPACT
ENVIRONMENTAL
STEWARDSHIP
S TRO NG
GOVERNANCE
Care for and protect our
natural ecosystem
• Create a thriving and sustainable
future for forests
• Actively assess, monitor and mitigate
climate related risks for our business
• Minimise our impact on the environment
Make a positive contribution
to our people, our customers
and communities
• Promote social equity and diversity,
promote fair labour practices and
ensure the health and safety of our
people and contractors
• Maintain a performance and growth
culture
• Foster positive relationships with local
communities, and support economic
development and job creation
Conduct business ethically
and in the right way to create
a strong organisation that
creates sustainable value
for our people, shareholders
and other stakeholders
• Transparent reporting and accountability
• Compliance with legal and regulatory
requirements
• Meaningful stakeholder engagement
• Long-term planning and risk management
• Sustainable financial value

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
20
Environmental
Stewardship
Forests have an important role to play in the
reduction of greenhouse gas emissions
Advanced genetic trees absorb up to 40% more
CO
2
than traditional Open Pollinated seedlings.
In 2023, our conifer seedlings were planted on
over 680,000 acres in the US and Brazil. The
forests that develop from those seedlings will
sequester around 202 million tonnes of carbon
over their 25 year life. This is enough to offset
the carbon emissions of the entire population
of New Zealand for 2.5 years.
Weather risk
Given the nature of our business, ArborGen has a
heightened risk posed by extreme weather events,
from high winds and tornadoes to flooding and
extreme heat. These can affect our orchards, seed
production, cone harvest and seedling growth.
As an integral component of our risk management
framework, we have initiated strategic measures
to both mitigate and offset the potential impact
of such events.
One such initiative has been the expansion of the
water reservoir at our Inimutaba Nursery. This not
only bolsters our resilience but also serves as a vital
buffer against production losses stemming from
water deficits during periods of climatic stress.
We also mitigate our risk through orchard
diversification, both geographically and age class.
By recycling older orchards, we can ensure there
are younger, more resilient orchards which are
better suited to withstand tropical force winds.
Protecting and renewing important
or damaged areas
ArborGen hardwood seedlings, such as oaks,
ash and tupelos, are often used as part of planting
programmes for the protection and renewal
of important or damaged areas in projects
such as restoring wetlands, reclaiming lands
used for surface mining and conserving wildlife
habitat. Over the last five years, across ~100,000
acres, 50+ million of our hardwood seedlings,
comprising more than 40 different species
of hardwoods, have gone into environmental
plantings in the US.
CARE FOR & PROTECT
OUR NATURAL
ECOSYSTEMS

21
Sustainable operations
Our culture of sustainability is built into our
operational practices. We follow recommended
best practices to minimise chemical usage, runoff
and soil erosion. We monitor and manage the use
of our natural resources and optimise transport
and deliveries to reduce transport emissions.
Our seedlings are grown at a very high density,
reducing the acreage required.
ArborGen is a member of the Forest Landowners
Association and the Forest Resources Association,
and a supporter of the American Forest Foundation
for family forest owners. Our customers are
members of global, national and regional
sustainability and environmental forestry
organisations, including the Sustainable Forestry
Initiative and the Forest Stewardship Council.
Climate-related disclosures
ArborGen remains committed to transparency
and responsible corporate governance. This
year, for the first time, ArborGen will report
against the Aotearoa New Zealand Climate
Standards. We will publish our Climate-related
Disclosures as a separate document on or
before 31 July 2024 and this will be available
at www.arborgenholdings.com/sustainability.
Moving forward, ArborGen is dedicated to further
enhancing this aspect of our annual reporting,
ensuring continued compliance and providing
stakeholders with valuable insights into our
sustainable practices and climate-related initiatives.

22
Safety and welfare are our highest priority
We aim to provide an inclusive, safe and healthy
workplace that supports our team of talented
employees, both physically and emotionally.
Our goal is zero accidents. Managers are
accountable for the safety of their teams and
continually monitor and address any issues. All
employees must complete training in at least one
safe job procedure per quarter, plus participate in
in-person or online training via webinars. In-person
training is conducted at each location at least
once a year.
To encourage wellness, we offer fitness goal
challenges and a wellness benefit to our US
employees for reduced insurance premiums once
they complete annual fitness exams. We also
provide access to a free and confidential employee
assistance programme, which provides a broad
array of life management and counselling services.
In Brazil, we provide employees with meal cards,
meals at work, transport, healthcare assessments
and gifts on commemorative days. Company
awards celebrate the Best Employee of the Month,
and individual development plans are in place for
administrative employees.
Positive
Social Impact
MAKE A POSITIVE
CONTRIBUTION
TO OUR PEOPLE,
OUR CUSTOMERS
& COMMUNITIES
ArborGen’s culture is defined by the questions
that we ask ourselves and each other as we work:
Is it fair? Is it right? Does it help our customer?
Am I holding myself and others accountable?
Have I been transparent? Is there a better way
to perform my task or meet our customer’s
needs? These elements inform all our decisions
and actions.

23
An inclusive workplace
Our workforce spans a wide range of age, cultural
profiles and backgrounds and we have a culture of
equity, fairness, and accountability.
We believe in recognising and rewarding the
effort of all our people. Ethical labour practices
are essential and we pay fair wages and salaries.
Pay equity is ensured by conducting remuneration
reviews every two years.
At the heart of our organisation is a steadfast
commitment to human rights, which guides every
aspect of our business. This dedication is not
just about compliance or meeting standards; it’s
about actively fostering an environment where
human rights are protected and promoted. We
are committed to respecting and fostering human
rights within all of our activities.
We celebrate our team and their achievements.
We seek to foster a culture where everyone feels
they belong and can be their true self at work,
supporting them to reach their potential.
Servicing our customers
We are only successful when our customers
are. This drives our focus on creating strong and
long-term relationships with our customers by
understanding and responding to their needs.
We provide seedlings to over 2,000 customers
each year, many of whom have been buying from
us for decades, as well as expert advice
and support.
In each of our regions, our customers range from
the largest industrial and financial landowners in
the market to small private landowners who only
plant occasionally. We have multi-year contracts
with many of our customers that call for them to
buy all, or a large portion of their seedlings from
us every year.
Supporting our communities
Our aim is to have a positive impact on the
people and communities around us. Our people
are encouraged to participate and contribute to
organisations in their community. We provide
employment opportunities in our markets, which
supports families and their wider communities.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
24
Jim is the esteemed Facility Manager at
ArborGen’s Shellman Nursery. This facility serves
Georgia, the Florida Gulf Coast and Alabama,
producing over 70 million pine tree seedlings
annually. These seedlings play a crucial role in
reforesting land for both industrial and private
landowners.
Jim has been a lifelong resident of Shellman,
where agriculture is the cornerstone of the
local economy. His career in forestry began in
September 1996, as a nursery specialist at the
Georgia SuperTree Nursery with International
Paper. Over the years, he has earned several
promotions, culminating in his current role
as Facility Manager. Under his leadership, the
Shellman facility has produced over 1.75 billion
seedlings.
Jim finds great satisfaction in his work, stating,
“A joy of mine is knowing that I can supply
our customers with products that I believe in
completely. My hope is that I can continue doing
what I love — growing baby trees — for years to
come. What we do is truly good for the world,
and there is certainly nothing greener!”
Jim studied at Abraham Baldwin Agricultural
College, bringing both academic knowledge and
practical experience to his role. His dedication to
agriculture and the environment continues to drive
the success of our operations at the Shellman
facility.
Celebrating
Our People
JIM CRITTENDEN
FACILITY MANAGER, SHELLMAN NURSERY, USA

25
Laís hails from a family with over 15 years of
experience in the seedling business. Growing
up in Ibaté, a small town in São Paulo, she was
introduced to the production of eucalyptus
seedlings through her family's nursery.
Laís holds a Bachelor's degree in Agronomic
Engineering from the University of Garça. Following
her graduation, she spent two months in London,
UK, enhancing her English language skills.
Upon returning to Brazil, Laís began her
professional journey at Camará Nursery, one
of the most renowned nurseries in the country,
recognised for its seedling quality. After two years,
she joined ArborGen in 2015 as a Eucalyptus
Seedling Production Supervisor at the company's
first nursery in Brazil, located in Luís Antônio, São Paulo.
In 2020, Laís was promoted to Eucalyptus Sales
Coordinator, where she achieved remarkable
results and significantly contributed to ArborGen's
growth in Brazil. By the end of 2023, she
was promoted again, this time to Eucalyptus
Operational Manager. In this role, she oversees
the management of seven nurseries and
the production and sales of over 100 million
eucalyptus seedlings across all regions of Brazil.
Throughout her nine years at ArborGen, Laís has
consistently delivered outstanding results. We are
immensely proud and grateful to have Laís as a
vital member of our team.
LAIS MADASHI
EUCALYPTUS OPERATIONAL MANAGER, BRAZIL

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
26
Strong
Governance
ArborGen has a strong Board that provides robust
governance and oversight of our strategy and organisation.
We report on our corporate governance framework and
practices each year in our Annual Report. This can be
viewed on pages 61 to 74. Key governance documents
are available for viewing on our website.
ArborGen’s Board comprises experienced Directors with
a range of skills and expertise that are of benefit to our
company. Director profiles can be viewed online at
www.arborgenholdings.com/board-of-directors.
CONDUCT BUSINESS ETHICALLY
AND IN THE RIGHT WAY TO
CREATE A STRONG ORGANISATION
THAT CREATES VALUE FOR OUR
PEOPLE, SHAREHOLDERS &
STAKEHOLDERS

27
OUR BOARD
Strong
Governance
David Knott – Chairman
(1)

Appointed 19 August 2021
Thomas Avery – Independent Director
Appointed 18 July 2018
Paul Smart – Independent Director
Appointed 21 August 2018
George Adams – Independent Director
Appointed 12 August 2019
Ozey Horton – Independent Director
Appointed 11 July 2018
(1) The Board has determined that Mr Knott is not an Independent Director as defined under the NZX Listing Rules because he is a
substantial product holder of the Company.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
28
Fiscal year ending March US$mMarch 2024March 2023
US GAAP
Revenue 67.756.1
Gross Margin (excluding DDA)25.419.6
LessSG&A (9.4)(7.4 )
LessR&D(3.7)(3.4)
PlusOther Income (expense)(4.7)1.5
US GAAP EBITDA
(2)
 7.610.3
Adjustments -
Restructuring and transition costs
(3)
2.4
Seed provision1.8
Value added taxation – value allowance1.0
ERCs (net of costs)(1.2)
Other0.1
Adjusted US GAAP EBITDA

(1) (4)
12.89.2
1. The classification and treatment of expense items, other significant items, leases and R&D costs in this
table may differ under US GAAP from what is presented in the financial statements on pages 31-57.
2. US GAAP EBITDA excludes NZ public company costs.
3. Restructuring and transition costs includes; CEO transition costs of $1.9 million and other restructuring
costs of $0.5 million.
4. Adjusted US GAAP EBITDA excludes NZ public company, CEO transition, Seed provision and Value
added taxation valuation allowance and other restructuring costs.
The Company uses US GAAP EBITDA when discussing financial performance. This is a non-GAAP financial
measure and is not recognised within IFRS. Non-GAAP financial measures should not be viewed in isolation
nor considered as a substitute for measures reported in accordance with GAAP. Management believes that
US GAAP EBITDA provides useful information, as it is used internally to evaluate performance, and it is also
a measure that equity analysts focus on for comparative company performance purposes, as the measure
removes distortions caused by differences in asset age, depreciation policies and debt:equity structures.
IFRS EBITDA vs US GAAP EBITDA: In contrast with US-GAAP, IFRS requires the capitalisation of ArborGen’s
development spend, the amortisation of intellectual property, the accrual of the change in fair value of
biological assets on the seedling crop each year prior to its sale, and the differences in accounting for
leases. Because of these differences, US GAAP results, and in particular ‘Adjusted US GAAP EBITDA’ cannot
be easily derived from reported IFRS numbers.
DDA: Depreciation Depletions and Amortisation
SG&A: Selling, General and Administrative
ERCs: Employee Retention Credits
Adjusted US GAAP
Reconciliation

29

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
30
Financial Statements31
Notes to the Consolidated Financial Statements35
Independent Auditor's Report58
General Information
– Corporate Governance61
– Statutory Information75
– Directory80
Financial
Statements
FOR THE YEAR ENDED
31 MARCH 2024

31
Notes
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Revenue2467. 756. 1
Cost of sales7 (43.7)( 3 7. 9)
Gross profit24.018. 2
Intellectual property amortisation7(7.7)(7.
6)
Administration expense(11.8)(9.0)
Operating earnings excluding items below4.51.6
CEO transition, seed review and other
7(4.7)0.6
Operating profit (loss) before financing expense (0.2) 2.2
Financial income0.40. 1
Financing expense(1.8)( 1 .4 )
Profit (loss) before taxation
(1.6)0. 9
Tax benefit (expense)81.4(3.4)
Net earnings (loss)(0.2)(2.5)
Earnings (loss) per share information (cents per share)
Basic –(0.
5)
Diluted–(0.5)
Weighted average number of shares outstanding (millions of shares)
Basic 505.8502.4
Diluted509.0506.6
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
ArborGen Holdings Limited and Subsidiaries
CONSOLIDATED INCOME STATEMENT
FOR THE YEAR ENDED 31 MARCH 2024

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
32
ArborGen Holdings Limited and Subsidiaries
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
FOR THE YEAR ENDED 31 MARCH 2024
Notes
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Net earnings (loss)(0.2)(2.5)
Items that may be reclassified to the Consolidated Income Statement:
Movement in currency translation reserve200.2(0.3)
Movement in hedge reserve20(0.1)0.4
Other comprehensive earnings (loss) (net of tax)0. 10. 1
Total comprehensive earnings (loss)(0.1)(2.4)
Notes
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Total comprehensive earnings (loss)(0.1)(2.4)
Movement in ArborGen Holdings shareholders’ equity:
Movement in issued capital190.40.2
Movement in share-based payment reserve20
0.50.1
Repurchase of warrants20(1.4)–
Total movement in shareholder equity(0.6)(2.1)
Opening group equity149.3
151.4
Closing group equity148.7149.3
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
ArborGen Holdings Limited and Subsidiaries
STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2024

33
Notes
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Cash was provided from operating activities
Receipts from customers
67.155.1
Cash provided from operating activities67.155.1
Payments to suppliers, employees and other(54.1)(48.3)
Tax paid(1.3)(0.3)
Cash (used in) operating activities(55.4)(48.6)
Net cash from (used in) operating activities11.76.5
Interest received
0.40.1
Investment in fixed assets13(2.9)(2.2)
Investment in intellectual property15(3.7)(3.4)
Net cash from (used in) investing activities(6.2)(5.5)
Debt drawdowns1813.2–
Repayment of lease liabilities(3.7)
(1. 1 )
Debt repayment18(18.9)(1.0)
Interest paid(1.8)(1.4)
Repurchase of warrants20( 1 .4)–
Net cash from (used in) financing activities(12.6)(3.5)
Net movement in cash9(7.1)(2.5)
Opening cash, liquid deposits and restricted cash12.715.2
Closing cash, liquid deposits and restricted cash95.612.7
Net earnings (loss) after taxation(0.2)(2.5)
Adjustment for:
Financial income(0.4 )(0.1 )
Financing expense1.81.4
Depreciation and amortisation1 1.61 0.2
Tax (benefit) / expense(1.4)3.4
Foreign exchange0.1(0.4)
Other non cash items0. 1(0.1)
Cash flow from operations before net working capital movement1 1.61 1.9
Trade and other receivables1.4(3.2)
Inventory(3.5)(4.3)
Trade and other payables3.62.4
Net working capital movement1.5(5.1)
Cash tax paid(1.4)(0.3)
Net cash from operating activities1 1.76.5
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.
ArborGen Holdings Limited and Subsidiaries
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2024

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
34
ArborGen Holdings Limited and Subsidiaries
CONSOLIDATED BALANCE SHEET
AS AT 31 MARCH 2024
Notes
March 2024
US$m
March 2023
US$m
Current assets
Cash and liquid deposits95.612.7
Trade and other receivables1012.61 4.0
Inventory113 5.13 1 .6
Total current assets5 3.358.3
Non-current assets
Fixed assets1336.633.5
Derivative financial instruments5 & 270.60.7
Right-of-use assets147.14.9
Intellectual property15 & 1688.992.9
Deferred taxation asset1210.89.5
Total non-current assets144.
01 4 1 .5
Total assets1
97.3199.8
Current liabilities
Trade, other payables and provisions17(14.3)(10.8)
Current lease obligation22(1.5)(0.8 )
Current debt18(1.2)(8.1)
Current taxation liability(
0.6)(0.5)
Total current liabilities(17.6)(20.2)
Term liabilities
Term debt18(18.8)(17.6)
Lease obligation22
(5.2)(4.1 )
Deferred taxation liability12(7.0)(8.6)
Total term liabilities(3
1.0)(30.3)
Total liabilities(48.6)(50.5)
Net assets148.7149.3
Equity
Share capital19203.
4203.0
Reserves20(54.7)(53.7)
Total group equity148.7149.3
Dave Knott Paul Smart
Chairman of the Board Audit Committee Chairman
30 May 2024
Both of the above signatories certifies that these financial statements comply with New Zealand generally accepted accounting
standards and present a true and fair view of the financial affairs of the ArborGen Holdings Group.
The accompanying notes form part of, and are to be read in conjunction with, these financial statements.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
35
1 General Information
ArborGen Holdings Limited (ArborGen Holdings) is an international forestry genetics business. ArborGen Holdings, a limited
liability company incorporated in New Zealand, is listed on the New Zealand stock exchange. As at 31 March 2024 ArborGen
Holdings had one investment ArborGen Inc (100%). ArborGen Inc repurchased the 5% of outstanding warrants in May 2023
for $1.4 million.
2 Approval of Accounts
These consolidated financial statements have been prepared on a consolidated Group basis and were approved for issue
by the Board of Directors on 30 May 2024.
3 Basis of Presentation
The financial statements presented are those of ArborGen Holdings Limited (the Company) and Subsidiaries (the Group).
Basis of preparation
The Company is an FMC reporting entity for the purposes of the Financial Reporting Act 2013 and Financial Markets Conduct Act 2013.
The presentation currency used in the preparation of these financial statements is United States dollars (US$), rounded
to the nearest hundred thousand dollars.
Basis of measurement
The financial statements have been prepared on the historical cost basis with the exception of certain items as identified
in specific accounting policies.
Statement of compliance
The financial statements have been prepared in accordance with New Zealand equivalents to IFRS Accounting Standards
(NZ IFRS) and IFRS Accounting Standards. The financial statements are in compliance with NZ IFRS and IFRS Accounting
Standards. The Group has designated itself as a profit-oriented entity for the purposes of compliance with NZ IFRS and IFRS
Accounting Standards.
The financial statements have been prepared in accordance with the requirements of the Financial Markets Conduct Act 2013
and comply with generally accepted accounting practice in New Zealand (NZ GAAP).
Chief operating decision-makers
The chief operating decision-makers are the Board of Directors who jointly make strategic decisions for ArborGen Holdings.
4 Material Accounting Policies
Accounting Policies
All material accounting policies are set out on the following pages. There have been no changes made to accounting policies
during the year. All mandatory amendments and interpretations have been adopted in the current year. None had a material
impact on these financial statements.
At the date of authorisation of these financial statements, the Group has not applied the new and revised NZ IFRS standards
and amendments that have been issued but are not yet effective. In May 2024, the New Zealand Accounting Standards Board
introduced NZ IFRS 18 Presentation and Disclosure in Financial Statements (effective for reporting periods beginning on or
after 1 January 2027). This standard replaces NZ IAS 1 Presentation of Financial Statements. The Group has not yet assessed
the impact of NZ IFRS 18.
Use of Estimates and Judgement
The preparation of financial statements in conformity with NZ IFRS requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the
financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could
differ from those estimates. The principal areas of judgement in preparing these financial statements are:

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
36
Deferred taxation (note 12)
The measurement of deferred taxation assets and liabilities reflects the tax consequences that would follow from the manner
that the Group expects, at balance date, to recover or settle the carrying amount of its assets and liabilities. The carrying values
of tax assets and liabilities are also affected by the estimates and judgements.
ArborGen cash generating unit impairment (note 16)
The carrying value of the Group’s non-current assets is assessed in accordance with the Impairment policy on page 38.
Performing these assessments generally requires management to estimate future cash flows to be generated by the ArborGen
cash generating unit (“CGU”), which entails making judgements about the expected future performance and cash flows of the
CGU and the appropriate discount rate to apply when valuing future cash flows.
The carrying values of assets acquired are also affected by the estimates and judgements applied to capitalisation of
developmental expenditure and the amortisation period for intellectual property of 17 years, see Intellectual property policy
on page 37.
Basis of Consolidation
Subsidiaries
The consolidated financial statements incorporate the financial statements of the Company and entities controlled
by the Company (its subsidiaries). Control is achieved when the Company:
- Has the power over the investee;
- Is exposed, or has rights, to variable returns from its involvement with the investee; and
- Has the ability to use its power to affect its returns.
The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes
to one or more of the three elements of control listed above. ArborGen is a subsidiary of ArborGen Holding Limited.
Consolidation of a subsidiary begins when the Company obtains control over the subsidiary and ceases when the Company
loses control of the subsidiary. Specifically, the results of subsidiaries acquired or disposed of during the year are included in
profit or loss from the date the Company gains control until the date when the Company ceases to control the subsidiary.
Where necessary, adjustments are made to the financial statements of subsidiaries to bring the accounting policies used into
line with the Group’s accounting policies. All intragroup assets and liabilities, equity, income, expenses and cash flows relating
to transactions between the members of the Group are eliminated on consolidation.
Functional Currency
Foreign operations
Items included in the financial statements of each entity in the Group are measured using the currency that best reflects
the economic substance of the underlying events and circumstances relevant to that entity (the functional currency).
The consolidated financial statements are presented in US$ (the presentation currency).
The assets and liabilities of all the Group companies that have a functional currency that differs from the presentation currency,
including goodwill and fair value adjustments arising on consolidation, are translated to the presentation currency at foreign
exchange rates ruling at balance date. Income and expense items are translated at the average exchange rates for the period,
unless exchange rates fluctuate significantly during that period, in which case the exchange rates at the date of transactions
are used. All exchange differences arising from the translation of foreign operations are recognised in the foreign currency
translation reserve.
Transactions
Transactions in currencies other than the functional currency are translated at the foreign exchange rate ruling at the date of
the transaction. Monetary assets and liabilities denominated in currencies other than the functional currency at balance date
are translated to the functional currency at the foreign exchange rate ruling at that date, with foreign exchange differences
arising on translation being recognised in the income statement. Non-monetary assets and liabilities that are measured in
terms of historical cost in a currency other than the functional currency are translated using the exchange rate at the date of
the transaction. Non-monetary assets and liabilities that are stated at fair value in a currency other than the functional currency
are translated using the exchange rate ruling at the date the fair value was determined.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
37
Valuation of Assets
Land, buildings, plant and equipment
Land, buildings, plant and equipment are stated at historical cost less accumulated depreciation and impairment. Land is
not depreciated. Depreciation on other fixed assets is calculated using the straight-line method. Expected useful lives are:
Buildings 25 to 40 years
Plant and equipment 3 to 15 years.
Inventory
Trading inventory, raw materials and work in progress are valued at the lower of cost or net realisable value. Cost includes direct
costs and overheads at normal operating levels and excludes borrowing costs. Net realisable value is the estimated selling price
in the ordinary course of business, less applicable selling costs.
Biological assets (such as seedlings) are measured at the end of each reporting period at their fair value less costs to sell.
Fair value is the price that would be received to sell an asset in an orderly transaction between market participants at the
measurement date.
Intellectual property
Intellectual property is amortised over the useful life of the assets. Intellectual property relates primarily to output from
ArborGen Inc’s research and development activities and is reviewed at least annually for impairment. In line with our policy,
we have reviewed the useful life each balance date and adjusted if appropriate. The useful life of intellectual property has
been assessed as 17 years. In assessing the useful life we considered the advancements in technology, such as genomics, and
the ability of these new technologies to impact the product development lifecycle. Whilst we still believe there are significant
technological difficulties in replicating our advanced genetics products, we believe that these new technologies potentially
impact the product development life cycle. These new technologies will also benefit ArborGen increasing our ability to
accelerate new product development. Consequently, we believe that a useful life of 17 years is appropriate.
Trade and other receivables
Trade receivables are initially recognised at fair value and subsequently measured at amortised cost using the effective interest
method, less any provision for expected credit losses.
The Company applies the simplified approach to measuring expected credit losses which uses a lifetime expected credit loss
allowance for all trade receivables as they all display the same risk profile. The measurement of expected credit losses is a
function of the probability of default, loss given default and the exposure at default. The Company considers an event of default
as occurring when information obtained (internally and externally) indicates a debtor is unlikely to pay its creditors including the
Company. The assessment of the probability of default and loss given default is based on historical data adjusted by forward
looking information relating to the debtor and general economic conditions of the debtors. As for the exposure at default, this
is represented by the assets’ gross carrying amount at the reporting date.
Cash and cash equivalents
Cash and cash equivalents comprises cash balances and call deposits. Bank overdrafts that are repayable on demand and form
an integral part of the Group’s cash management are included as a component of cash and cash equivalents for the purpose of
the statement of cash flows.
Assets held for sale and discontinued operations
Assets held for sale are assets whose carrying value will be recovered principally through sale rather than through continuing
use. Assets held for sale are stated at the lower of their carrying amount and fair value less costs to sell and are not depreciated
or amortised while they are classified as held for sale.
A discontinued operation is a component of the Group’s business that represents a separate major line of business.
Classification as a discontinued operation occurs upon disposal or when the operation meets the criteria to be classified
as held for sale, if earlier.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
38
Impairment – non financial assets
The carrying amounts of the Group’s assets are reviewed regularly, including at each reporting date, to determine whether
there is any indication of impairment. If any such indication exists, the asset’s recoverable amount is estimated and whenever
the carrying amount of an asset or its cash-generating unit exceeds its recoverable amount, an impairment loss is recognised.
Impairment losses are recognised in the income statement.
Impairment losses recognised in respect of cash-generating units are allocated first to reduce the carrying amount of any
goodwill allocated to cash-generating units, and then to reduce the carrying amount of other assets in the cash-generating
unit on a pro-rata basis.
The recoverable amount of non-financial assets is the greater of their fair value less costs to sell or value in use. In assessing
value in use, the estimated future cash flows are discounted to their present value using a post-tax discount rate that reflects
current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate
largely independent cash flows, the recoverable amount is determined for the cash generating unit to which the asset belongs.
With the exception of goodwill, an impairment loss is reversed if there has been a change in the estimates used to determine
the recoverable amount.
An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that
would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised.
Valuation of Liabilities
Trade and other payables
Trade and other payables are stated at amortised cost.
Provisions
A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of
a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation. Provisions are
measured at the Group’s best estimate of the expenditure required to settle the present obligation. Provisions are determined
by discounting the expected future cash flows at a rate that reflects current market assessments of the time value of money
and, where appropriate, the risks specific to the liability.
Interest-bearing borrowings
Interest-bearing borrowings are recognised initially at fair value less attributable transaction costs. Subsequent to initial
recognition, borrowings are stated at amortised cost with any difference between cost and redemption value being recognised
in the income statement over the period of the borrowings on an effective interest rate basis.
Deferred income tax
Deferred income tax is provided in full, using the balance sheet method, on temporary differences arising between the tax
bases of assets and liabilities and their carrying amounts in the consolidated financial statements. The deferred income tax is
not accounted for if it arises from initial recognition of an asset or liability in a transaction, other than a business combination,
that at the time of the transaction affects neither accounting, nor taxable, profit or loss nor gives rise to equal taxable or
deductible temporary differences. Deferred income tax is determined using tax rates (and laws) that have been enacted or
substantively enacted by the balance date and are expected to apply when the related deferred income tax asset is realised
or the deferred income tax liability is settled. The measurement of deferred taxation assets and liabilities reflects the tax
consequences that would follow from the manner that the Group expects, at balance date, to recover or settle the carrying
amount of its assets and liabilities. Deferred income tax assets are recognised to the extent that it is probable that future taxable
profit will be available against which the temporary differences can be utilised.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
39
Hedge accounting
The Group designates certain derivatives as hedging instruments in respect of cash flow hedges. Interest rate swaps hedging
interest rate exposure on issued debt are accounted for as cash flow hedges.
At the inception of the hedge relationship, the Group documents the relationship between the hedging instrument and
the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions.
Furthermore, at the inception of the hedge and on an ongoing basis, the Group documents whether the hedging instrument
is effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk, which is when
the hedging relationship meets all of the following hedge effectiveness requirements:
- there is an economic relationship between the hedged item and the hedging instrument;
- the effect of credit risk does not dominate the value changes that result from that economic relationship; and
- the Group applies a hedge ratio of 1:1.
The effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated
and qualify as cash flow hedges is recognised in other comprehensive income and accumulated under the heading of cash
flow hedging reserve, limited to the cumulative change in fair value of the hedged item from inception of the hedge. The gain
or loss relating to the ineffective portion is recognised immediately in profit or loss. The Group discontinues hedge accounting
only when the hedging relationship (or a part thereof) ceases to meet the qualifying criteria (after rebalancing, if applicable).
This includes instances when the hedging instrument expires or is sold, terminated or exercised. The discontinuation is
accounted for prospectively. Any gain or loss recognised in other comprehensive income and accumulated in cash flow
hedge reserve at that time remains in equity and is reclassified to profit or loss when the forecast transaction occurs. When a
forecast transaction is no longer expected to occur, the gain or loss accumulated in the cash flow hedge reserve is reclassified
immediately to profit or loss.
Items carried at fair value
The items which are carried at fair value include derivative financial instruments. These items are classified into the following
levels in the fair value measurement hierarchy:
Level 1 – quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2 – inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly
(i.e. as prices) or indirectly (i.e. derived from prices); and
Level 3 – inputs for the asset or liability that are not based on observable market data (unobservable inputs).
Income Determination
Revenue recognition
Revenue is measured based on consideration specified in a contract with a customer and is recognised when control over a
good or service transfers to a customer. Revenue excludes amounts collected on behalf of third parties and is net of any value
added tax, rebates, returns and discounts, and after eliminating sales within the Group.
The Group’s revenues are earned from the sale of seedlings or treestocks and logistics services to some customers. Seedling
or treestock revenue is recognised, either when the goods are dispatched or when goods have reached their destination,
depending on the terms and agreements with customers and when documentary evidence supports the customer taking
ownership and control of the product. Logistics and other services revenue is recognised over the period the service is provided.
Goods sold
Revenue from the sale of goods is recognised in the income statement when control over a good or service transfers to
a customer. Products are generally sold with volume discounts and customers have a right to return faulty product. Sales
are recorded based on the price negotiated with the customer, net of estimated volume discounts and returns. Historical
experience is used to estimate the level of returns likely and volume rebates are calculated on a preset formula.
Government grants
Government grants are not recognised until there is reasonable assurance that the grants will be received and that the
Group will comply with the conditions attaching to them. Government grants are recognised in the income statement on
a systematic basis over the periods in which the Group recognises as an expense the related costs for which the grants are
intended to compensate.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
40
Investment income
Interest income is recognised in the income statement as it accrues, using the effective interest method.
Finance expense
Finance expenses comprise interest payable on borrowings calculated using the effective interest method.
Leases
The Group assesses whether a contract is or contains a lease, at inception of the contract. The Group recognises a Right-Of-
Use (ROU) asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for
short-term leases and leases of low value assets. For these leases, the Group recognises the lease payments as an operating
expense on a straight-line basis over the lease term unless another systematic basis is more representative of the time pattern
in which economic benefits from the leased assets are consumed.
The lease liability is initially measured at the present value of the lease payments that are not paid at the commencement date,
discounted by using the rate implicit in the lease. If this rate cannot be readily determined, the Group uses its incremental
borrowing rate.
Lease payments included in the measurement of the lease liability comprise:
- Fixed lease payments (including in-substance fixed payments), less any lease incentives receivable;
- Variable lease payments that depend on an index or rate, initially measured using the index or rate at the
commencement date;
- The amount expected to be payable by the lessee under residual value guarantees;
- The exercise price of purchase options, if the lessee is reasonably certain to exercise the options; and
- Payments of penalties for terminating the lease, if the lease term reflects the exercise of an option to terminate the lease.
The lease liability is presented as a separate line in the consolidated statement of financial position.
The lease liability is subsequently measured by increasing the carrying amount to reflect interest on the lease liability
(using the effective interest method) and by reducing the carrying amount to reflect the lease payments made.
The Group remeasures the lease liability (and makes a corresponding adjustment to the related ROU asset) whenever:
- The lease term has changed or there is a significant event or change in circumstances resulting in a change in the
assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised
lease payments using a revised discount rate.
- The lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed
residual value, in these cases the lease liability is remeasured by discounting the revised lease payments using an
unchanged discount rate (unless the lease payments change is due to a change in a floating interest rate, in which
case a revised discount rate is used).
- A lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease
liability is remeasured based on the lease term of the modified lease by discounting the revised lease payments using a
revised discount rate at the effective date of the modification.
The Group did not make any such adjustments during the periods presented.
The ROU assets comprise the initial measurement of the corresponding lease liability, lease payments made at or before the
commencement date, less any lease incentives received and any initial direct costs. They are subsequently measured at cost
less accumulated depreciation and impairment losses.
ROU assets are depreciated over the shorter period of the lease term and useful life of the underlying asset. The estimated
useful lives of ROU assets are determined on the same basis as similar owned assets within fixed assets. If a lease transfers
ownership of the underlying asset or the cost of the ROU asset reflects that the Group expects to exercise a purchase option,
the related ROU asset is depreciated over the useful life of the underlying asset. The depreciation starts at the commencement
date of the lease.
The ROU assets are presented as a separate line in the consolidated statement of financial position.
The Group applies NZ IAS 36 to determine whether a ROU asset is impaired and accounts for any identified impairment loss
as described in the ‘Impairment’ policy.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
41
Variable rents that do not depend on an index or rate are not included in the measurement of the lease liability and the ROU
asset. The related payments are recognised as an expense in the period in which the event or condition that triggers those
payments occurs.
In the event a right is exercised for a purchase option in a lease to acquire the underlying asset from the lessor the cost of the
underlying asset (recognised as an item of property, plant and equipment) is measured at the net carrying amount of the ROU
asset at the time of transfer.
Research and development costs
All research costs are recognised as an expense when incurred. When a project reaches the stage where it is reasonably
certain that further expenditure can be recovered through the processes or products produced, development expenditure is
recognised as a development asset under intellectual property. The asset is amortised from the commencement of commercial
production of the product to which it relates, over the period of expected benefit.
Income tax
Income tax on the profit or loss for the year comprises current and deferred tax. Income tax is recognised in the income
statement except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity.
Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantially enacted
at balance date, and any adjustment to tax payable in respect of previous years.
Employee Benefits
Share-based payments
The grant-date fair value of equity-settled share-based payment arrangements granted to employees is generally recognised
as an expense, with a corresponding increase in equity, over the vesting period of the awards.
Short-term and other long-term employee benefits
A liability is recognised for benefits accruing to employees in respect of wages and salaries, annual leave and sick leave in
the period the related service is rendered at the undiscounted amount of the benefits expected to be paid in exchange for
that service.
Liabilities recognised in respect of short-term employee benefits are measured at the undiscounted amount of the benefits
expected to be paid in exchange for the related service.
Liabilities recognised in respect of other long-term employee benefits are measured at the present value of the estimated
future cash outflows expected to be made by the Group in respect of services provided by employees up to the reporting date.
Segmental Reporting
Operating segments are reported in a manner consistent with the internal reporting provided to the chief operating decision-
makers. The Group has one reportable segment, being forestry genetics. The Group’s geographical disclosures are based on
both the location of customers and primary location of assets (refer to note 24 segmental information summary).
Goods and Services Tax (GST)
The income statement, statement of comprehensive income and statement of cash flow have been presented exclusive of GST.
All items in the balance sheet are stated net of GST, except for receivables and payables, which include GST invoiced.
Comparatives
Changes in prior year disclosure comparatives have been made to align with the current year presentation.
Future NZ IFRS Pronouncements
Standards or interpretations issued but not yet effective and relevant to the Group.
The International Accounting Standards Board and the New Zealand Accounting Standards Board have issued a number
of standards, amendments and interpretations which are not yet effective and which may have an impact on the Group’s
financial statements, none of these have been early adopted. The Group expects to adopt these standards when they become
mandatory. None are expected to materially impact the Group's financial statements although may result in changes in
disclosure.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
42
5 Financial Risks
This note presents information about the Group's potential exposure to financial risks that the Group has identified; the Group’s
objectives, policies and processes for managing those risks; the estimation of fair values of financial instruments; and the
Group's management of capital. Quantitative disclosures of some of the key financial risks are made below.
5.1 Foreign exchange risk
Both ArborGen Holdings and ArborGen Inc are US functional currency entities, operating in three geographies – the United
States, Brazil and New Zealand. Generally, there are limited cash flows between New Zealand and the US, and the foreign
exchange risk is limited to the translation effect on its net earnings and balance sheet from movements in the USD against the NZD.
5.2 Credit risk
The Group is at risk of customer default on payment for treestocks at the conclusion of a growing season. This risk is mitigated
by dealing with a wide-range of customers in multiple markets and by securing up-front deposits from selected customers for
the treestocks it grows each year. The nature of nursery activity is such that its customers tend to require yearly repeat business,
and historically customer payment defaults have not been material to the business. However, in the US market (the Group’s
largest market), as treestock orders are not considered to be unconditional until late in the season each year, there remains
the risk that orders cancelled prior to collection may not be able to be sold to other customers during the remaining season.
5.3 Liquidity risk
The Group has four banking facilities (in total $37.0 million (2023: $35.7 million)) with two banks in the United States; a
$7.9 million reducing loan (2023: $8.7 million) which matures in May 2036, a new facility for $2.5 million for the purchase
of Texas Jasper nursery in March 2024 which matures in March 2044, a $17 million revolver which expires in August 2026
(2023: $17 million) and a $9.6 million mortgage expiring in August 2026 (2023: $10.0 million). These facilities are used to fund
the Group’s working capital and capital expenditure needs. If any of these facilities were not to be renewed then the Group
may need to obtain similar facilities from other banks, or an equivalent amount of funding may need to be provided through
a capital raising event.
Liquidity risk management requires the maintenance of available cash combined with the availability of funding to meet the
Company’s needs as they develop. Forecasts are prepared of cash requirements to ensure there are financial resources in place
to meet its day-to-day operating and investment needs. The Group believes it has sufficient resources to meet its funding
needs through to 31 May 2025.
5.4 Interest rate risk
The Group has facilities that are either fixed or floating depending on their nature and use. Fixed interest rate facilities include
the $10.4 million reducing loan facilities and the $9.6 million mortgage facility fixed via an interest rate swap. The US revolver
facility is a floating rate facility. Both the mortgage and revolver facilities have the interest rate based on the Secured Overnight
Financing Rate (SOFR), converting from London Interbank Offered Rate (LIBOR) to SOFR in November 2022.
Interest rate swap contracts
Under interest rate swap contracts, the Group agrees to exchange the difference between fixed and floating rate interest
amounts calculated on agreed notional principal amounts. Such contracts enable the Group to mitigate the risk of changing
interest rates on the fair value of issued fixed rate debt held and the cash flow exposures on the issued variable rate debt held.
The fair value of interest rate swaps at the reporting date is determined by discounting the future cash flows using the curves at
the reporting date and the credit risk inherent in the contract, and is disclosed below. The average interest rate is based on the
outstanding balances at the end of the financial year.
The Group adopts a policy of ensuring that between 50% and 80% of its interest rate risk exposure is at a fixed rate. This is
achieved partly by entering into fixed-rate instruments and partly by borrowing at a floating rate and using interest rate swaps
as hedges of the variability in cash flows attributable to movements in interest rates. The Group applies a hedge ratio of 1:1.
The Group determines the existence of an economic relationship between the hedging instrument and hedged item based
on the reference interest rates, tenors, repricing dates and maturities and the notional or par amounts. The Group assesses
whether the derivative designated in each hedging relationship is expected to be effective in offsetting changes in cash flows
of the hedged item using the hypothetical derivative method.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
43
As at 31 March 2024, the Group had one interest rate swap with a notional amount of $9.6 million (2023: $10.0 million),
covering the US head office property mortgage facility. The swap, entered into in August 2019 and expiring in August 2026,
receives a floating rate of 2.00% above 30-day SOFR and pays a fixed interest rate of 3.52%. This swap is designated a cash
flow hedge, is fully effective with the counterparty being Synovus the issuing bank.
5.5 Capital risk
ArborGen Holdings capital includes share capital, reserves and retained earnings, and ArborGen Holdings manages capital
in such a manner as to maintain stakeholder confidence and safeguard ArborGen Holdings’ ability to continue as a going
concern, whilst also maximising the return for shareholders and sustaining resources for the future development of the
business. In order to maintain or adjust the capital structure ArborGen Holdings may, pay dividends or return capital, or
issue new shares or sell assets.
6 Reporting Currency
The Group reports in United States dollars (US$), consequently all financial numbers are in US$ unless otherwise stated.
7 Operating Expenses Include
Note
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Depreciation and amortisations included in:
Cost of sales expense (2.9) (2.0)
Intellectual property amortisation
15
( 7.7)( 7.6)
Administration expense: general and administration(1.0)(0.6)
Total depreciation and amortisation(1 1.6)(10.2)
Cost of inventory expensed in cost of sales (43.7) (37.9)
Employee related expenses (excluding restructuring and transaction-related expenses)(15.5)(13.3)
US Cares ERC credit
(1)
–1.2
Seed provision
(2)
(1.8)–
Value added taxation – valuation allowance
(3)
(1.0)–
Strategic review and other
(4)
–(0.3)
CEO transition costs
(5)
(1.9)(0.3)
CEO transition, seed review and other(4.7)0.6
(1) ArborGen Inc received a payment for Employee Retention Credits under the Coronavirus Aid Relief and Economic Security
(CARES) Act. The credit was for the payroll taxes paid on wages between March 2020 and September 2021 and not forgiven
under the CARES Act Paycheck Protection Program.
(2) As a result of our education efforts, our customers have been shifting into higher genetic seedlings and away from
the lower genetic seedlings. This has lead to our inventory of the lower genetic seed growing relative to the total seed
inventory. We have reviewed our seed inventory requirements against our 6-year seed demand; taking into account seed
age, genetics, customer demand and our availability of alternative genetic seed by provenance. As a result of the review we
have expensed $1.8 million as a seed provision which is netted against inventory, and represented approximately 10% of our
finished goods seed cost. Most of the seed will be retained as we attempt to find a use for it, however the lowest quality
seed will be destroyed.
(3) A valuation allowance has been applied to certain value added taxation credits that, due to uncertainty may not be
collectable.
(4) The strategic review was concluded in June 2022, resulting in the sale of the Australian and New Zealand (ANZ) operations,
which was completed on 30 November 2021. The Group continued to incur costs in relation to the review, post its
conclusion, relating to the ANZ sale until September specifically related to the sale of the ANZ operations, including tax,
legal and other related expenses.
(5) CEO transition costs include payments made to the outgoing CEO (Andrew Baum) of $0.6 million in shares and cash as part
of his severance, of which $0.3 million was accrued at 31 March 2023. It also includes costs related to the incoming CEO
Justin Birch including; sign-on and relocation costs of $0.3 million, $1.0 million accrued for Justin's equity grant (both first
and second tranches), as well as legal and recruitment costs of $0.3 million. Refer to note 17.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
44
Expenses incurred also includes payments made and accrued for:
- Directors fees for Non-executive Directors of ArborGen Holdings for the current period of $163,440 (2023: $206,778
(paid in NZ$265,001 2023: NZ$327,375)). In addition Non-executive Directors participated in Directors' share plans with
the final 273,666 tranche of shares vesting in September 2022, together with the final cash tax payments of $13,926
(NZ$24,627). Following this the Directors' share plan was completed (refer to notes 19, 20 and 25).
- The statutory audit of the annual financial statements in the current period; for ArborGen Holdings NZ$141,000
(2023: NZ$137,500) and ArborGen Inc $241,500 (Deloitte) (2023: $214,000).
- Audit related services, including attendance of the ASM provided by Deloitte for ArborGen Holdings in the current period
were NZ$16,500 (2023: NZ$15,500).
- Refer to Reporting and Disclosure and Auditors in the Corporate Governance section of the Annual Report for
commentary on the Audit Committee process in managing the relationship with the Auditor and confirming their
independence.
8 Income Tax Expense
Note
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Profit (loss) before taxation(1.6)0.9
Taxation at 28%0.4(
0.3)
Adjusted for:
Permanent differences(1.9)(
0.4)
Change in deferred tax liability
(1)
12 1.6 (8.3)
Net taxation losses not recognised–(
0.1)
Deferred tax asset121.3–
Recognition of previously unrecognised losses
(2)
12–5.7
Taxation (expense) / benefit1.4(3.4)
(1) Deferred taxation relates to the temporary differences on intellectual property.
(2) Reflects the recognition and utilisation of previously unrecognised tax losses.
9 Cash, Liquid Deposits and Restricted Cash
At 31 March the Group held total cash and liquid deposits of $5.6 million (2023: $12.7 million).
10 Trade and Other Receivables
March 2024
US$m
March 2023
US$m
Trade debtors 10.5 9.6
Prepayments2.12.8
Other receivables–1.6
Trade and other receivables1 2.614.0
Details of the expected credit loss provision associated with trade debtors have been considered in note 27.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
45
11 Inventory
March 2024
US$m
March 2023
US$m
Finished goods - seedlings4.32.1
Work in progress - seedlings
(1)
2.12.4
Finished goods - seed19.018.7
Work in progress - seed
(2)
9.78.4
Inventory35.131.6
(1) Work in progress - seedlings, is principally preparation costs for seedling crops.
(2) Work in progress - seed, is principally costs associated with seed production activities and harvesting seed to be sown
as a future crop.
12 Deferred Taxation
Note
Balance
1 April 2022
US$m
Movement
in period
US$m
Balance
31 March 2023
US$m
Deferred taxation asset
Net operating losses83.85.99.7
Other–(0.2)(0.2)
Deferred taxation asset as at 31 March 20233.85.79.5
Deferred taxation liability
Intellectual property8(0.3)(8.3)(8.6)
Deferred taxation liability as at 31 March 2023(0.3)(8.3)(8.6)
Note
Balance
1 April 2023
US$m
Movement
in period
US$m
Balance
31 March 2023
US$m
Deferred taxation asset
Net operating losses89.51.310.8
Deferred taxation asset as at 31 March 20249.51.310.8
Deferred taxation liability
Intellectual property8(8.6)1.6(7.0)
Deferred taxation liability as at 31 March 2024(8.6)1.6(7.0)
ArborGen measures it's deferred tax liability for the temporary difference arising on intellectual property to reflect the tax
consequences that would follow from the manner that the Group expects to recover the carrying amount of the intellectual
property. This is based on an assumption that there may be a sale prior to the end of its useful life.
NZ IFRS only allows the recognition of taxation assets when utilisation is considered probable, which is subject to the future
earnings of the Group and on meeting loss carry-forward restrictions. In 2023 the Company and its advisors assessed the
available tax strategies and forecasts of future taxable income, in determining any valuation allowance on its deferred tax assets.
The probability of future utilisation was assessed as being probable, which resulted in an adjustment to the valuation allowance
and the recognition of a further $5.7 million deferred tax asset (tax effected) being recognised. The Company also performed
an assessment in 2024 and determined no valuation allowance was required for its recognised deferred tax assets.
The Group has unrecognised tax losses in New Zealand of $31.2 million (2023: $32.4 million) and $21.2 million in the
US (2023: $21.5 million).

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
46
13 Fixed Assets
March 2024
US$m
March 2023
US$m
Cost
Land12.91 1 .6
Buildings2 4.82 3.9
Plant and equipment 7.4 5.3
Total cost45.140.8
Accumulated depreciation
Buildings (6.0) (5.2)
Plant and equipment(2.5)(2.1)
Total accumulated depreciation (8.5) (7.3)
Net book value
Land12.91 1.6
Buildings1 8.81 8.7
Plant and equipment4.93.2
Fixed assets net book value36.633.5
Domicile of fixed assets
United States34.732.2
Brazil1.91.3
Fixed assets net book value36.633.5
Fixed assets net book value
Land
US$m
Buildings
US$m
Plant and
equipment
US$m
Total
US$m
31 March 2023
Opening net book value 11.619.3 2.032.9
Exchange differences––(0.1)
(0.1)
Additions–0.41.82.2
Depreciation charge–( 1.0)(0.5)(1.5)
Fixed assets net book value as at 31 March 202311.6 18.7 3.2 33.5
31 March 2024
Opening net book value 11.618.73.233.5
Additions–0.92.02.9
Transfer of Texas Jasper from ROU assets
(1)
1.30.50.32.1
Disposal of assets–(0.3)–(0.3)
Depreciation charge–(1.
0)(0.6)( 1 .6)
Fixed assets net book value as at 31 March 202412.9 18.84.936.6
(1) Includes the acquisition in March 2024 of the Texas Jasper lease that was formerly a right-of-use asset. Refer to note 14.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
47
14 Right-Of-Use Assets
Right-of-use assets net book valueLand and
Buildings
US$m
Plant and
Equipment
US$m

Total
US$m
31 March 2023
Opening net book value3.21.54.7
Additions 0.50.81.3
Depreciation charge(0.4)(0.7)(1.1)
Right-of-use assets net book value as at 31 March 20233.3 1.6 4.9
31 March 2024
Opening net book value3.31.64.9
Additions 2.83.86.6
Transfer of Texas Jasper to fixed assets
(1)
(1.7)(0.4)(2.1)
Depreciation charge(1.0)(1.3)(2.3)
Right-of-use assets net book value as at 31 March 20243.4 3.7 7. 1
(1) In March 2024 the Texas Jasper lease was converted from leasehold to an owned asset. Refer to note 13.
15 Intellectual Property
Note
March 2024
US$m
March 2023
US$m
Opening balance 92.9 97.1
Capitalisation during period3.73.4
Amortisation during period
7
(7.7) (7.6)
Intellectual property 88.9 92.9
Total cost133.6129.9
Accumulated amortisations(44.7)(37.0)
Intellectual property88.992.9
16 ArborGen Investment and Impairment
We regularly review the carrying value of ArborGen as a single cash generating unit to determine whether there has been a
subsequent change in circumstances or conditions that requires an impairment to be taken through earnings. Our impairment
review is undertaken on a ‘Value-in-use’ (VIU) basis, which is the estimated value that would be derived from our continued
ownership and operation of the ArborGen business.
For the year ending 31 March 2024, (in line with the March 2023 approach) the 10-year model was updated to reflect; Forest
Economic Adviser’s (FEA) latest demand projections for saw timber in the US South, revised MCP sales, inflationary impact on
production costs, and stronger Brazil performance.
Consistent with the approach taken in the prior year, our impairment analysis utilises a 10-year plus terminal DCF valuation
model. We use a 10-year period rather than a shorter time period because ArborGen’s advanced genetic products in the US
market (the largest and most material market) are in the earlier stages of supply availability and adoption, and hence this period
of time is deemed appropriate to adequately capture the scale-up of advanced genetics supply and adoption in the US. The
same holds true for ArborGen’s Brazil position where projected growth in advanced genetics sales, market share expansion
and continued recovery in the forestry sector, necessitate the use of a 10-year model.
ArborGen can be impacted by climate risk and has a number of risk mitigation strategies in place, the costs of the mitigation
strategies are captured in the model in annual capital expenditure and in the cost of production. Risks are also captured in
the cost of equity calculation which impacts valuation. Key risks relate to seedling production in nurseries and seed production
in seed orchards.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
48
- Seedling production risks include; excessive sudden rains during the first 4-6 weeks post planting resulting in seed
washouts and seedling losses, freeze damage before and during lifting causing root damage, and hot, dry conditions
impacting seed germination. ArborGen has a number of risk mitigation strategies including the installation of tiling in
nurseries, modification of nursery topographies, improvements to soil glue rates and application processes post seed
sowing to minimise washouts, use of Monosem planters, improving soil medium in containers to reduce washouts,
planting buffer seedlings as part of the production plan, ensuring seed sowing is completed by late April and avoiding
planting in identified areas of nurseries with poor irrigation.
- Risk relating to seed orchards includes; freezes during pollination season reducing annual seed volumes / harvests
and hurricanes or other large weather events. Key risk mitigation strategies include building buffer seed inventory in the
right genetics for each provenance, ensuring orchard diversification for each provenance – geographic and age class,
and maintaining redundant orchard capacity. To ensure we have adequate seed each year to produce the volume of
advanced genetics’ seedlings required to meet demand and desired sales growth, we are targeting to build at least
two years of seed inventory for each provenance thereby minimising reliance on single year cone harvests.
Our DCF impairment model values only the projected cash flows from the existing core markets (i.e. United States and Brazil).
Separate demand projections are determined for each geography and end-use market. The total addressable seedling market
for each geography is then estimated, as is seedling type, production technology employed, production cost and sales price.
The assumptions that have been utilised to derive the cash flows, are -
- Minimal organic growth in ArborGen’s US loblolly market share;
- Medium to longer term growth in the overall and addressable US loblolly market consistent with projections from
FEA driven primarily by projected growth in saw timber demand in the US South, following the 2025 slight decline;
- Minimal ‘real’ price increases in individual US seedling products despite the projected recovery in US sawn timber
prices supported by continued projected growth in US South sawmill capacity and saw timber demand, and continued
R&D investment;
- Increasing overall OP and MCP weighted average prices, reflecting an increasing proportion of higher value
sub-category product sales (e.g. MCP-elite and MCP-2.0) over the next 10 years;
- That in the terminal year ArborGen’s total advanced genetics seedlings sales in the US represent 60% (primarily
MCP adoption) of its total US loblolly sales. This adoption rate is significantly lower than ArborGen’s current projected
US MCP seed supply as younger seed orchards mature and near-term supply constraints are overcome;
- Limited growth in the overall Brazilian eucalyptus forestry markets from current levels;
- Continued growth in Brazil following the recent expansion of ArborGen’s internal production capacity in both pine
and eucalyptus;
- Continued expansion of ArborGen’s eucalyptus offering leveraging licensed International Paper, Vallourec and Gerdau’s
eucalyptus clones, and ArborGen’s own eucalyptus advanced products; and
- ArborGen’s advanced genetics sales as a percentage of its total eucalyptus in Brazil approaching 80% in the terminal year.
These cash flows are discounted at a cost of capital that reflects the underlying risk inherent in the cash flow assumptions. The
discount rate applied to the DCF analysis was calculated using a derived weighted average cost of capital (WACC), with the cost
of equity calculated using the Capital Asset Price Model (CAPM) and the cost of debt based on the risk-free rate plus the option
adjusted spread for BBB rated bonds.
Specifically, we used a nominal post-tax WACC of 12.9% (15.39% pre-tax WACC). The cost of equity included in the WACC uses
the average beta of guideline public companies from the timberland and ag/biotech sectors (considered similar to ArborGen
in terms of sector exposure) of 0.94, and included a “small company” size premium of 5% to reflect ArborGen’s relative size, as
well as a country risk premium for Brazil. The derived cost of equity for the US was 13.9% and 18.3% for Brazil, and the derived
cost of debt (post-tax) was 4.3%. A terminal nominal growth rate of 3% (i.e. 0% real terminal growth) was assumed.
Post the repurchase of the 5% of outstanding warrants in May 2023 (equal to 5% of the issued ArborGen’s issued share capital)
the Group’s effective economic exposure in ArborGen is 100%.
The table on the next page shows the assumptions and sensitivities for the critical US loblolly market compared with those used
in last year’s assessment. As an added sensitivity to test impairment, a change in discount rate is the simplest sensitivity to apply
particularly given the DCF model assumes inputs at the conservative end of the spectrum of outcomes. In this instance, the
post-tax WACC applied to the DCF model would need to increase to 15.5% before an impairment would arise, which we do not
believe is within a reasonable range given the sector ArborGen operates in, and the relatively conservative inputs that underlie
the longer term cash flows for the US loblolly market.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
49
The uptake of advanced genetics seedlings sales in the US loblolly market (i.e. MCP adoption) is a key assumption in the model.
This uptake progressively increases throughout the forecast period to the terminal year where it is assumed this uptake reaches
60%, up from the FY24 Budget assumption of circa 40%. However, keeping all other elements constant even if the uptake
stayed at 40% through to the terminal year, this would not result in an impairment.
2024 Case 2023 Case
US Loblolly Market - terminal year assumptions
Loblolly market size - millions 902 908
ArborGen market share %34.7%37.8%
ArborGen unit sales - millions 312.7 344
% advanced genetics MCP60%62%
% advanced genetics Varietal0%2%
% traditional genetics40%36%
Brazil Market - terminal year assumptions
Eucalyptus & Loblolly market size - millions 1,337 1,337
ArborGen market share %12.3%11.9%
ArborGen unit sales - millions 164.0 159.2
% advanced genetics MCP4%4%
% advanced genetics Varietal84%84%
% traditional genetics12%12%
Total ArborGen valuation
US inflation rate3.0%3.0%
Terminal Growth Rate (TGR)
(1)
3.0% 3.0%
Nominal post-tax discount rate12.9%13.3%
(1) A TGR of 3% in a 3% inflation environment equates to a 0% real TGR assumption
Terminal year sensitivities equity value impact (increase / decrease) US$ millionsEquity value change by
Total market size - 25 million in US and Brazil+/- $3.5+/- $4.3
Market share by 1%+/- $3.8+/- $3.3
Advanced genetics adoption by 1%+/- $1.3+/- $1.8
Real MCP price by 5%+/- $7.7+/- $8.1
None of the above sensitives would have resulted in an impairment.
17 Trade, Other Payables and Provisions
March 2024
US$m
March 2023
US$m
Trade creditors (8.2) (8.3)
Accrued employee benefits
(1)
(2.8)(1.2)
Other payables (1.5)(0.2)
Royalties(0.6)(0.2)
Seedling mortality(0.1)(0.1)
Seedling deposits from customers
(2)
(1.1) (0.8)
Trade, other payables and provisions(14.3)(10.8)
(1) Includes accrued expense of $0.6 million being the cash component of the CEO's LTI and STI Plans. Refer notes 20 and 25.
The prior period included $0.1 million for the cash tax component of Andrew Baum's severance on the accrued share-
based payment. Refer to note 7.
(2) The deposits from customers will be recognised as revenue within 12 months as the seedlings are transferred to the customer.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
50
18 Term and Current Debt
Summary of repayment terms
March 2024
US$m
March 2023
US$m
Due for repayment:
less than one year (1.2) (8.1)
between one and two years(1.1)(1.1)
between two and three years(1.1)(1.1)
between three and four years (1.2) (1.1)
between four and five years (1.2) (1.1)
after five years(1
4.2)(13.2)
Total term and current debt (20.0) (25.7)
Summary of interest rates by repayment periodMarch 2024March 2023
Due for repayment:
less than one year 5.51% 4.99%
between one and two years5.53%5.28%
between two and three years4.85%5.30%
between three and four years4.87%4.34%
between four and five years4.91%4.34%
after five years4.71%4.1 4%
Current debt - weighted average interest rate5.51% 4.99%
Term debt - weighted average interest rate4.65% 4.19%
The weighted average interest rates reflect the effective interest rate, inclusive of fee amortisations.
At 31 March 2024 the Group had debt facilities with the following banks: Synovus Financial Corporation (Synovus) and AgSouth
Farm Credit (AgSouth) in the United States.
ArborGen has two non-revolving promissory notes issued to AgSouth. The first is for $7.9 million bearing interest at 4.95%,
with a maturity date of 1 May 2036 and an annual principal repayment of $0.6 million due 1 May each year. The second is a
$2.5 million facility, bearing interest at 8.2%, with a maturity date of 1 March 2044 and an annual principal repayment of $0.26
million due 1 March each year. Both facilities are secured against ArborGen's US real estate properties. The credit agreement
with AgSouth includes a covenant requiring ArborGen to maintain a minimum net worth of $25 million.
ArborGen's revolving facility agreement with Synovus is a $17 million letter of credit (LOC), with an expiry date of 15 June 2026.
The facility requires an annual 60-day (continuous) pay down maximum borrowing limit (between 1 March and 31 August) to
$7 million. The LOC bears interest at the 30 day SOFR base rate plus 2.75%, subject to a minimum annual rate of 4.75%, and is
collateralised by all of the ArborGen Inc's United States assets not otherwise pledged under the AgSouth agreement.
In May 2023, the Synovus revolving facility was renewed on the terms described in the previous paragraph, this facility was to
have expired on 31 August 2023. As a result of the renewal not being completed prior to 31 March 2023, the current balance
of the facility of $7.0 million was classified as current debt in the prior year.
Rubicon Industries USA LLC (RIUSA) has a $9.6 million mortgage from Synovus, which is secured by headquarter's land and
buildings. The mortgage is a seven-year term facility that expires in August 2026 and is based on a 20-year amortising loan,
incurring interest at the 30-day SOFR base rate plus 2% (currently 4.63%). The Group has entered into a seven-year interest rate
swap, with terms that match that of the mortgage, at a fixed rate of 3.52%. The mortgage requires RIUSA to maintain a debt
service coverage ratio of not less than 1.25:1 for the trailing 12 months.
At 31 March 2024 the Group held cash and liquid deposits of $5.6 million (2023: $12.7 million) and had debt of $20 million
and lease liabilities of $6.7 million (2023: $25.7 million of debt and $4.9 million of lease obligations).
All covenants were met for the year ended 31 March 2024.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
51
19 Capital
Share capital
March 2024
US$m
March 2023
US$m
Share capital at the beginning of the period203.8202.8
Vesting of shares - share plans
(1) (2) (3)
0.40.2
Share capital203.4203.0
Number of sharesMarch 2024March 2023
Opening shares on issue502,772,082501,486,
758
Issue of shares
(2)
419,3861,285,324
Issue of shares
(3)
3,514,844–
Issue of shares
(4)
20,251,477–
NMNumber of shares on issue526,957,789502,772,082
Treasury stockMarch 2024March 2023
Opening shares on issue–273,
666
Issue of shares
(4)
20,251,477–
Vesting of shares
(1)
–(273,666)
Number of shares on issue20,251,477 –
(1) In accordance with the resolution passed at ArborGen Holdings Annual Shareholders’ meeting held on 17 September 2019,
on 18 September 2019 ArborGen Holdings issued 820,998 new shares to the 2019 Rubicon Non-executive Director Share
Plan (the 2019 Trust). The 2019 Trust held the shares for George Adams (Director) until the vesting terms were met. The
shares vested in three equal tranches on the first, second and third anniversaries following the date of issue (18 September
2019), provided that the Director remained a Director of the Company on the relevant anniversary date. The new shares
were issued at the NZX 20-day market VWAP for ArborGen Holding shares of NZ18.27 cents per share, for a total value
of NZ$150,000. The share-based transactions were recorded in the share-based payment reserve and the shares were
accounted for as treasury stock until vesting. On 6 October 2022 the third (and final) tranche of 273,666 shares vested
to George Adams.
(2) In July 2021 ArborGen awarded 3,933,535 RSUs (restricted share units) to ArborGen Inc executives, in relation to its FY21
Long Term Incentive (2021 LTI) Plan. Pursuant to this award, in June 2023 ArborGen Holdings issued the final 331,202 new
shares of the three equal tranches, with 486,080 RSUs being cancelled pursuant to Andrew Baum's cessation agreement.
In relation to the 2022 LTI plan, under which 132,276 RSUs were awarded, in June 2023 88,184 new shares were issued
to the one retiring employee. This brings both schemes to a close with no outstanding RSUs.
(3) Pursuant to Andrew Baum's employment cessation agreement, Andrew was entitled to the equivalent of one year of his
base salary of US$405,736 in ArborGen Holdings shares. Accordingly on 21 June 2023, 3,514,844 new ArborGen Holdings
ordinary shares (Separation Shares) were issued at the 5-day VWAP of NZ$0.184992 per share (equivalent to NZ$650,218
in value, being US$405,736 converted at an NZD/USD exchange rate of 0.6240). In addition all outstanding RSUs held by
Andrew (per footnote (2) above) were terminated. He also received a cash payment equivalent to the taxes due on the
Separation Shares, being $181,012. The Separation Shares cannot be sold, nor the beneficial interest transferred, for 12 months.
(4) Pursuant to Justin Birch's employment agreement an equity grant of restricted ordinary shares (Restricted Shares) equal to
4% of ordinary shares in ArborGen Holdings was made. On 27 July 2023, 9,780,000 shares were issued to the Trustee and
following shareholder approval at the ASM on 20 September 2023, a further 10,471,477 shares were issued to the Trustee.
The total 20,251,477 restricted shares are split 50:50 with 50% time-based shares and 50% performance-based shares. The
time-based shares will vest one third on the first anniversary of the employment commencement date (16 June 2023); and
two thirds on the second anniversary, subject to completion of continuous service with the Group. The performance-based
shares will vest 50% on 1 June 2024 and the other 50% on 1 June 2025, subject to satisfaction of applicable performance
criteria determined by the compensation committee and completion of continuous service with the Group until the
applicable vesting date. All restricted shares have been issued to the Justin Birch Trust and are treated as treasury stock
until vesting.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
52
20 Reserves
Retained earnings
March 2024
US$m
March 2023
US$m
Opening balance (54.1) (51.6)
Net earnings (loss)(0.2)(2.5)
Repurchase of warrants
(1)
(1.4)–
Closing balance(55.7)(54.1)
Cash flow hedge reserve
(2)
Opening balance0.70.3
Fair value gains / (losses) for the year(0.1)0.4
Closing balance 0.6 0.7
Share-based payments reserve
Opening balance0.30.2
Executive share plan
(3)
(0.4)(0.2)
Executive settlement share plan shares
(3) (4)
0.90.3
Closing balance 0.8 0.3
Currency translation reserve
Opening balance(0.6)(0.3)
Translation of independent foreign operations0. 2(0.3)
Closing balance(0.4)(0.6)
Total reserves (54.7) (53.7)
(1) In May 2023 ArborGen Inc repurchased all outstanding warrants (5% of the ArborGen Inc fully diluted shares) for
$1.35 million. Following the repurchase of the warrants, there are no more warrants, options or other rights to purchase
ArborGen.
(2) The cash flow hedging reserve records the net movement of cash flow hedging instruments, being interest rate swaps.
Refer to notes 4, 5, 18 & 27.
(3) Pursuant to the 2021 LTI plan (the Plan) an expense was accrued in 2021 in the share-based payment reserve representing
the portion that will be settled by the issuance of shares in three tranches on the first, second and third anniversaries. The
fair value of the Plan was $0.6 million; which was settled in shares $0.4 million and cash $0.2 million. The total restricted
stock units (equivalent of an ordinary share) under the Plan was 3,933,535. Refer to note 25 for more details. In December
2022 ArborGen announced that Andrew Baum would be stepping down upon the recruitment of a successor CEO. Upon
cessation Andrew was issued shares to the value of one years base salary ($405,736). A $0.2 million share-based payment
was accrued in the prior year. Refer to note 7.
(4) Pursuant to Justin Birch's employment agreement an equity grant of Restricted Shares equal to 4% of ordinary shares in
ArborGen Holdings was made. The total 20,251,477 restricted shares are split 50:50 with 50% time-based shares and 50%
performance-based shares. Refer to note 25. In addition Justin is guaranteed a short-term incentive of $425,000; 50% of
which will be settled in ArborGen Holdings shares.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
53
21 Capital Expenditure Commitments
The are no capital expenditure commitments in the current period (2023: $2.5 million).
22 Lease Obligations
Note
March 2024
US$m
March 2023
US$m
Lease obligations are reconciled as follows:
Current lease obligations27(
1.5)(0.8)
Term lease obligations27
(5.2) (4 . 1)
Total lease obligations (6.7) (4.9)
Financing expense includes interest payments relating to lease obligations of $0.4 million (2023: $0.2 million).
The lease expense for short-term leases was $0.1 million (2023: $0.1 million) and low value leases $65,000 (2023: $65,000).
The lease obligations relate predominately to the lease of nursery facilities and in total are $2.3 million for the US
and $4.4 million for Brazil.
23 Remuneration
Key management compensation
Note
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Salaries and other short-term employee benefits 2.5 2.4
Termination benefits0.1–
Share-based payments
(1)
7 & 191.30.3
Other payments0. 10.3
4.03.0
Key management compensation is prepared on a cash basis and excludes Directors. Directors remuneration is disclosed
in notes 7 and 25.
(1) Includes the share-based payments paid to Andrew Baum upon cessation and those accrued relating to the new CEO
Justin Birch. Refer to notes 7 and 19.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
54
24 Segmental Information Summary
The Group has one reportable segment and the analysis is as follows:
Forestry genetics
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Operating revenue6 7.756.1
Financing expense (1.8) (1.4)
Tax (expense) / benefit1.4(3.4)
Net earnings (loss)0.9(1.0)
Total assets197.3199.7
Liabilities(48.6)(5
0.4)
Capital expenditure (6.6) (5.6)
Depreciation and amortisation

(11.6)(10.2)
Reconciliation
Corporate
Net earnings (loss)(1.1)(1.5)
Total assets–0. 1
Liabilities–(0.1 )
Total Group
Total revenue6 7.756.1
Financing expense(1 .8)( 1 .4)
Tax (expense) / benefit - Total1.4(3.4)
Net earnings (loss) after taxation - Total(0.2)(2.5)
Total assets - per balance sheet197.3199.8
Total liabilities(48.6)(50.5)
Capital expenditure(6.6)(5.6)
Depreciation and amortisation (11.6) (10.2)
The Group’s geographical analysis is as follows:
South America
Year ended
March 2024
US$m
Year ended
March 2023
US$m
Operating revenue26.516.8
Non-current assets7.81.3
North America
Operating revenue41.239.3
Non-current assets136.2140.2
Total Group
Operating revenue
(1)
67.756.1
Non-current assets144.0141.5
(1) The Group's revenue represents sales of seedlings of $66.3 million (2023: $54.4 million) and the provision of logistic
services $1.4 million (2023: $1.7 million).

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
55
25 Related Party Transactions and Balances

Note
March 2024
US$m
March 2023
US$m
Income Statement
Non-executive Directors' Share Plan
(1)
19 & 20– –
Directors remuneration (excluding Non-executive Directors' Share Plan) 7 (0.2) (0.2)
Incoming CEO LTI and STI plans
(2)
17 & 20(1.4)–
Former CEO severance
(3)
20(0.3)(0.3)
Balance Sheet
Incoming CEO LTI and STI plans
(2)
17 & 201.4–
ArborGen senior management LTI plan
(3)
20–0.2
Former CEO severance
(3)
20–0.3
(1) On 17 September 2019 (at the Annual Shareholders’ meeting) shareholders passed a resolution approving the 2019
Rubicon Non-executive Directors Share Plan. Under the share plan, 820,998 new shares were issued to the 2019 Trust.
The 2019 Trust held the shares on behalf of the Director (George Adams) until the vesting terms met. The shares were
vested in three equal tranches on the first, second and third anniversaries following the date of issue (18 September 2019),
provided that the Director remained a Director of the Company on the relevant anniversary date.
(2) Pursuant to Justin Birch's employment agreement an equity grant of restricted ordinary shares (Restricted Shares) equal
to 4% of ordinary shares in ArborGen Holdings was made. On 27 July 2023, 9,780,000 shares were issued to the Trustee
and following shareholder approval at the ASM on 20 September 2023, a further 10,471,477 shares were issued to the
Trustee. The total 20,251,477 restricted shares are split 50:50 with 50% time-based shares and 50% performance-based
shares. The time-based shares will vest one third on the first anniversary of the employment commencement date (16
June 2023); and two thirds on the second anniversary, subject to completion of continuous service with the Group. The
performance-based shares will vest 50% on 1 June 2024 and the other 50% on 1 June 2025, subject to satisfaction of
applicable performance criteria determined by the compensation committee and completion of continuous service
with the Group until the applicable vesting date.
(3) Upon cessation of employment Andrew Baum was issued shares to the value of one year's base salary $405,736 plus a cash
payment. He also received a cash payment equivalent to the taxes due on the Separation Shares being $181,012. In the prior
year an accrual was made for two thirds of the severance cost. Shares were issued to Mr Baum in June 2023 fully satisfying
the severance agreement. Refer to note 19.
26 Principal Operations
ArborGen Holdings Limited (a New Zealand incorporated limited liability company) is the holding company of the ArborGen
Group. The principal subsidiaries, as at 31 March 2024, were:
Country of
Domicile
Interest %
March 2024
Interest %
March 2023
Balance
Date
Principal Activity
Principal subsidiaries
Rubicon Forests Holdings LimitedNZ10010031 MarchHolding company
Rubicon Industries USA LLCUSA10010031 MarchHolds ArborGen Inc
investment
ArborGen Inc
(1)
USA10010031 MarchForestry genetics
ArborGen Inc subsidiaries
ArborGen Comercie de Produtos
Florestal Importacao e Exportacao
LTDA
Brazil10010031 MarchForestry genetics
ArborGen Technologia Florestal LTDABrazil10010031 MarchHolding company
ArborGen New Zealand Holding LLCUSA10010031 MarchHolding company
(1) ArborGen Holdings owns 100% of ArborGen Inc’s issued share capital and has a 100% economic interest, following
the repurchase of all outstanding warrants in May 2023.

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
ArborGen Holdings Limited and Subsidiaries Annual Report 2024
56
27 Financial Instruments
(a) Market risk
(i) Exposure to currency risk
The functional currency of the Group is the US$ and the risk to the Group's equity and earnings are from assets,
liabilities, revenues and costs in currencies denominated in currencies other than US$. The Group's exposure to foreign
currency risks on financial instruments is shown in the following:
in US$m
March 2024 March 2023
US$Non US$US$Non US$
Cash, liquid deposits and restricted cash
1.24.411.21.5
Trade debtors and other receivables
7.13.48.23.0
Trade creditors and other payables
(11.1)(3.2)(9.2)(1.6)
Current debt
(1.2)– (8.1)–
Non-current debt
(18.8)–(17.6)–
Lease obligation
(2.3)(4.4)(4.9)–
Gross balance sheet exposure0.22.9
The following exchange rates applied during the year:
Average rate
(1)
Spot rate
March 2024March 2023March 2024March 2023
NZ$:US$0.60880.62470.59910.6275
US$:R$0.20270.19420.19940.1935
(1) These are merely arithmetical averages not hedged rates.
Foreign exchange contracts
The Group had no foreign exchange contracts outstanding (2023: nil).
Sensitivity Analysis - gross balance sheet exposure
Given the small size of the gross balance sheet exposure shown above, any movement in the NZ$ and R$ against
the US$ is unlikely to be material.
(ii) Exposure to interest rate risk
The Group has $20.0 million of debt at 31 March 2024 (2023: $25.7 million), drawn at a mix of fixed and floating rates.
The weighted average interest rate of borrowings and interest rate hedges are shown in note 18 term and current debt.
As at 31 March 2024, the Group had one interest rate swap totalling $9.6 million (2023: $10.0 million), covering 48%
(2023: 39% ) of total debt. The swap was entered into in August 2019 and expires in August 2026. The swap receives a
floating rate of 2% above 30-day SOFR and pays a fixed interest rate of 3.52%. At 31 March 2024 the mark-to-market of
the swap resulted in an asset of $0.6 million (2023: $0.7 million), which is reflected in the cash flow hedge reserve and
derivative financial instrument liability (refer note 20).
(b) Credit risk
(i) Exposure to credit risk
The carrying amount of financial assets represents the maximum credit exposure, which at 31 March 2024
was $16.1 million of trade and other receivables, and cash and liquid deposits (2023: $23.9 million).

ArborGen Holdings Limited and Subsidiaries
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2024
57
US cash and liquid deposits are only held with banks that are part of the Group's banking consortiums. In the event of default,
cash balances may be set off against obligations owing by the Group to its lenders. Moody's credit ratings of the primary
counterparties for cash and liquid deposits are all rated as investment grade. The status of trade debtors, is as follows:
March 2024
US$m
March 2023
US$m
Neither past due or impaired 5.9 5.4
Past due but not impaired –1 month 2.52.4
2 month2.51.8
Impaired–0.2
10.99.8
Less provision for expected credit loss (0.4) (0.2)
Net trade debtors10.59.6
ArborGen Inc has a strong history of trade debtor collections and there is no reason to believe that the debtors will not
be collected.
(c) Liquidity risk
The following are contractual maturities of financial liabilities and net settled derivatives. The amounts disclosed are the
contractual undiscounted cash flows.
Financial liabilities
Carrying
value
US$m
Total cash
flows
US$m
0-6
months
US$m
6-12
months
US$m
1-2
years
US$m
2-5
years
US$m
Over
5 years
US$m
31 March 2023
Non derivative financial liabilities
Trade and other payables (9.5) (9.5) (9.4)(0.1)–––
Debt (25.7) (31.2) (8.1)(0.2)(1.2) (3.6)(18.2)
Lease obligation(4.9)(6.0)(0.4)(0.7)(1.1)(2.9)(0.9)
Financial liabilities as at 31 March 2023 (40.1) (46.7) (17.9) (1.0) (2.3) (6.5)(19.1)
31 March 2024
Non derivative financial liabilities
Trade and other payables (8.2) (8.2) (8.2)––––
Debt (20.0) (21.3) (0.9)(0.3)(1.2) (4.0)(14.9)
Lease obligation(6.7)(7.0)(0.8)(1.1)(1.7)(1.9)(1.5)
Financial liabilities as at 31 March 2024 (34.9) (36.5) (9.9) (1.4) ( 2.9) (5.9)(16.4)
28 Contingent Liabilities
The tenant for part of ArborGen’s Ridgeville head office facility (the Property) which is legally owned by ArborGen Holdings’
subsidiary Rubicon Industries USA LLC (Rubicon), contracted certain parties to perform some improvement work on parts of
the Property leased from Rubicon. These parties filed mechanic’s liens against the Property alleging they are owed $496,000
in total that the tenant has failed to pay. The larger lien has been dismissed, leaving only one lien for $62,000 outstanding.
Rubicon was not part of any contractual arrangements between the tenant and their contractors, and has been working to
achieve a resolution.
Rubicon has a surety bond for the remaining lien, as required under its loan agreement.
29 Subsequent Events
The in vitro business was put through a strategic review and marketed to various parties as it was deemed non-core to
continuing operations.
A conditional sale and purchase agreement was signed with a buyer on 21 May 2024 and is set to close at the end of June.
Upon completion, the full assets and book value will be determined but we expect a small positive earnings impact.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
58
INDEPENDENT AUDITOR’S REPORT
27
Independent Auditor’s Report
To the Shareholders of Rubicon Limited
Opinion We have audited the consolidated financial statements of Rubicon Limited and its
subsidiaries (the ‘Group’), which comprise the consolidated balance sheet as at 31 March
2019, and the consolidated income statement, statement of comprehensive income,
statement of changes in equity and statement of cash flows for the year then ended, and
notes to the consolidated financial statements, including a summary of significant
accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 6 to 39,
present fairly, in all material respects, the consolidated financial position of the Group as
at 31 March 2019, and its consolidated financial performance and cash flows for the year
then ended in accordance with New Zealand Equivalents to International Financial
Reporting Standards (‘NZ IFRS’) and International Financial Reporting Standards (‘IFRS’).
Basis for opinion We conducted our audit in accordance with International Standards on Auditing (‘ISAs’)
and International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1
(Revised) Code of Ethics for Assurance Practitioners issued by the New Zealand Auditing
and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ Code of Ethics for Professional Accountants, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
Other than in our capacity as auditor and the provision of certain agreed procedures, we
have no relationship with or interests in the Company or any of its subsidiaries. These
services have not impaired our independence as auditor of the Company and Group.
Audit materiality We consider materiality primarily in terms of the magnitude of misstatement in the
financial statements of the Group that in our judgement would make it probable that the
economic decisions of a reasonably knowledgeable person would be changed or influenced
(the ‘quantitative’ materiality). In addition, we also assess whether other matters that
come to our attention during the audit would in our judgement change or influence the
decisions of such a person (the ‘qualitative’ materiality). We use materiality both in
planning the scope of our audit work and in evaluating the results of our work.
We determined materiality for the Group financial statements as a whole to be US$2m.
Key audit matters Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the consolidated financial statements of the current period.
These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
To the Shareholders of ArborGen Holdings Limited
We have audited the consolidated financial statements of ArborGen Holdings Limited
and its subsidiaries (the ‘Group’), which comprise the consolidated balance sheet as at
31 March 2024, and the consolidated income statement, statement of comprehensive
income, statement of changes in equity and statement of cash flows for the year
then ended, and notes to the consolidated financial statements, including material
accounting policy information
In our opinion, the accompanying consolidated financial statements, on pages 31 to
57, present fairly, in all material respects, the consolidated financial position of the
Group as at 31 March 2024, and its consolidated financial performance and cash
flows for the year then ended in accordance with New Zealand Equivalents to IFRS
Accounting Standards (‘NZ IFRS’) as issued by the External reporting Board and IFRS
Accounting standards ('IFRS') as issued by the International Accounting Standards Board.
We conducted our audit in accordance with International Standards on Auditing (‘ISAs’)
and International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the
Audit of the Consolidated Financial Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1
International Code of Ethics for Assurance Practitioners (including International
Independence Standards) (New Zealand) issued by the New Zealand Auditing
and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ International Code of Ethics for Professional Accountants (including
International Independence Standards), and we have fulfilled our other ethical
responsibilities in accordance with these requirements.
Other than in our capacity as auditor, and the performance of ancillary services in that
capacity which includes attendance at the Annual Shareholders Meeting, we have
no relationship with or interests in the entity. These services have not impaired our
independence as auditor of the Company and Group.
We consider materiality primarily in terms of the magnitude of misstatement in the
financial statements of the Group that in our judgement would make it probable that
the economic decisions of a reasonably knowledgeable person would be changed
or influenced (the ‘quantitative’ materiality). In addition, we also assess whether other
matters that come to our attention during the audit would in our judgement change
or influence the decisions of such a person (the ‘qualitative’ materiality). We use
materiality both in planning the scope of our audit work and in evaluating the results of
our work.
We determined materiality for the Group financial statements as a whole to be US$2m.
Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the consolidated financial statements of the current period.
These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
Opinion
Basis for opinion
Audit materiality
Key audit matters

59
The directors are responsible on behalf of the Group for the other information. The
other information comprises the information in the Annual Report that accompanies
the consolidated financial statements and the audit report, and the Climate Statement.
The Annual Report and Climate Statement are expected to be made available to us
after the date of this auditor's report.
Our opinion on the consolidated financial statements does not cover the other
information and we will not express any form of assurance conclusion thereon.
Our responsibility is to read the other information identified above when it becomes
available and consider whether the other information is materially inconsistent with the
consolidated financial statements or our knowledge obtained in the audit, or otherwise
appears to be materially misstated.
When we read the other information in the Annual Report and Climate Statement,
if we conclude that there is a material misstatement therein, we are required to
communicate the matter to the directors and consider further appropriate actions.
The directors are responsible on behalf of the Group for the preparation and fair
presentation of the consolidated financial statements in accordance with NZ IFRS
and IFRS, and for such internal control as the directors determine is necessary to
enable the preparation of consolidated financial statements that are free from material
misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, the directors are responsible on
behalf of the Group for assessing the Group’s ability to continue as a going concern,
disclosing, as applicable, matters related to going concern and using the going
concern basis of accounting unless the directors either intend to liquidate the Group
or to cease operations, or have no realistic alternative but to do so.
Other information
Directors’ responsibilities
for the consolidated
financial statements
27
Independent Auditor’s Report
To the Shareholders of Rubicon Limited
Opinion We have audited the consolidated financial statements of Rubicon Limited and its
subsidiaries (the ‘Group’), which comprise the consolidated balance sheet as at 31 March
2019, and the consolidated income statement, statement of comprehensive income,
statement of changes in equity and statement of cash flows for the year then ended, and
notes to the consolidated financial statements, including a summary of significant
accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 6 to 39,
present fairly, in all material respects, the consolidated financial position of the Group as
at 31 March 2019, and its consolidated financial performance and cash flows for the year
then ended in accordance with New Zealand Equivalents to International Financial
Reporting Standards (‘NZ IFRS’) and International Financial Reporting Standards (‘IFRS’).
Basis for opinion We conducted our audit in accordance with International Standards on Auditing (‘ISAs’)
and International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1
(Revised) Code of Ethics for Assurance Practitioners issued by the New Zealand Auditing
and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ Code of Ethics for Professional Accountants, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
Other than in our capacity as auditor and the provision of certain agreed procedures, we
have no relationship with or interests in the Company or any of its subsidiaries. These
services have not impaired our independence as auditor of the Company and Group.
Audit materiality We consider materiality primarily in terms of the magnitude of misstatement in the
financial statements of the Group that in our judgement would make it probable that the
economic decisions of a reasonably knowledgeable person would be changed or influenced
(the ‘quantitative’ materiality). In addition, we also assess whether other matters that
come to our attention during the audit would in our judgement change or influence the
decisions of such a person (the ‘qualitative’ materiality). We use materiality both in
planning the scope of our audit work and in evaluating the results of our work.
We determined materiality for the Group financial statements as a whole to be US$2m.
Key audit matters Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the consolidated financial statements of the current period.
These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.
ArborGen Cash Generating Unit –
impairment assessment
As set out in note 15 of the financial statements the
Group has US$88.9m of intellectual property recorded
on its balance sheet relating to the ArborGen business.
The impairment assessment in relation to the ArborGen
business, or Cash Generating Unit (CGU), as disclosed
in note 16, is considered to be a key audit matter as a
result of the significance of the intellectual property
asset to the Group, and the level of judgement required
when determining the value in use of ArborGen.
The value in use of ArborGen is determined by
undertaking a discounted cash flow analysis which
involves management making a number of assumptions
in relation to forecast future cash flows, determining an
appropriate weighted average cost of capital (WACC)
and terminal value (TV) growth rate. Each of these
inputs requires judgement to be applied.
Key audit matterHow our audit addressed the key audit matter
In performing our audit procedures in this area we:
• assessed the appropriateness of the methodology applied by
management;
• tested the mechanical accuracy of the financial model used by
management to calculate ArborGen's value in use;
• tested the key data, inputs and assumptions driving the forecast
future cash flow. Of particular importance are the average
selling prices linked to the projected uptake of Mass Controlled
Pollinated (MCP) product primarily in the United States market;
• performed a look back analysis for current year actual results,
compared to what was forecasted in the prior year impairment
model;
• considered the appropriateness of management’s assessment
of the risks and opportunities for ArborGen associated with
climate change. We challenged how management considered
those risks in the impairment model;
• undertook sensitivity analysis on key assumptions to assess the
impact on the carrying value of ArborGen;
• tested the calculation of the WACC and TV growth rate,
including obtaining input from our valuation specialists; and
• ensured the disclosures in the financial statements properly
reflect the judgements and estimates made by management.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
60
Our objectives are to obtain reasonable assurance about whether the consolidated
financial statements as a whole are free from material misstatement, whether due to
fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable
assurance is a high level of assurance, but is not a guarantee that an audit conducted
in accordance with ISAs and ISAs (NZ) will always detect a material misstatement
when it exists. Misstatements can arise from fraud or error and are considered material
if, individually or in the aggregate, they could reasonably be expected to influence
the economic decisions of users taken on the basis of these consolidated financial
statements.
A further description of our responsibilities for the audit of the consolidated financial
statements is located on the External Reporting Board’s website at:
https://www.xrb.govt.nz/standards-for-assurance-practitioners/
auditors-responsibilities/audit-report-1
This description forms part of our auditor’s report.
This report is made solely to the Company’s shareholders, as a body. Our audit has
been undertaken so that we might state to the Company’s shareholders those matters
we are required to state to them in an auditor’s report and for no other purpose. To the
fullest extent permitted by law, we do not accept or assume responsibility to anyone
other than the Company’s shareholders as a body, for our audit work, for this report, or
for the opinions we have formed.
Auditor’s responsibilities
for the audit of the
consolidated financial
statements
Restriction on use
Pieter Erasmus, Partner
for Deloitte Limited
Auckland, New Zealand
30 May 2024
27
Independent Auditor’s Report
To the Shareholders of Rubicon Limited
Opinion We have audited the consolidated financial statements of Rubicon Limited and its
subsidiaries (the ‘Group’), which comprise the consolidated balance sheet as at 31 March
2019, and the consolidated income statement, statement of comprehensive income,
statement of changes in equity and statement of cash flows for the year then ended, and
notes to the consolidated financial statements, including a summary of significant
accounting policies.
In our opinion, the accompanying consolidated financial statements, on pages 6 to 39,
present fairly, in all material respects, the consolidated financial position of the Group as
at 31 March 2019, and its consolidated financial performance and cash flows for the year
then ended in accordance with New Zealand Equivalents to International Financial
Reporting Standards (‘NZ IFRS’) and International Financial Reporting Standards (‘IFRS’).
Basis for opinion We conducted our audit in accordance with International Standards on Auditing (‘ISAs’)
and International Standards on Auditing (New Zealand) (‘ISAs (NZ)’). Our responsibilities
under those standards are further described in the Auditor’s Responsibilities for the Audit
of the Consolidated Financial Statements section of our report.
We believe that the audit evidence we have obtained is sufficient and appropriate to
provide a basis for our opinion.
We are independent of the Group in accordance with Professional and Ethical Standard 1
(Revised) Code of Ethics for Assurance Practitioners issued by the New Zealand Auditing
and Assurance Standards Board and the International Ethics Standards Board for
Accountants’ Code of Ethics for Professional Accountants, and we have fulfilled our other
ethical responsibilities in accordance with these requirements.
Other than in our capacity as auditor and the provision of certain agreed procedures, we
have no relationship with or interests in the Company or any of its subsidiaries. These
services have not impaired our independence as auditor of the Company and Group.
Audit materiality We consider materiality primarily in terms of the magnitude of misstatement in the
financial statements of the Group that in our judgement would make it probable that the
economic decisions of a reasonably knowledgeable person would be changed or influenced
(the ‘quantitative’ materiality). In addition, we also assess whether other matters that
come to our attention during the audit would in our judgement change or influence the
decisions of such a person (the ‘qualitative’ materiality). We use materiality both in
planning the scope of our audit work and in evaluating the results of our work.
We determined materiality for the Group financial statements as a whole to be US$2m.
Key audit matters Key audit matters are those matters that, in our professional judgement, were of most
significance in our audit of the consolidated financial statements of the current period.
These matters were addressed in the context of our audit of the consolidated financial
statements as a whole, and in forming our opinion thereon, and we do not provide a
separate opinion on these matters.

61
CORPORATE GOVERNANCE
This report describes how ArborGen Holdings’ (ArborGen) business practices reflect corporate governance best practice
and has been approved by the Board. It is current as at 31 March 2024.
The Group's corporate governance framework is guided by the principles and recommendations of the NZX Corporate
Governance Code (NZX Code) issued in April 2023.
ArborGen considers its corporate governance practices in FY24 are largely in line with the NZX Code. An explanation has been
provided of those areas where ArborGen’s practices differ from NZX Code recommendations.
The Company's Code of Conduct and Ethics, Board Charter and other documents related to corporate governance,
collectively and individually, encourage high standards of ethical and responsible behaviour. These are available on AborGen’s
corporate website www.arborgenholdings.com.
NZX Code RecommendationExplanation
2.9 An issuer should have an
independent chair of the Board
David Knott was appointed Chair in 2021. He is not considered independent,
as he is a substantial shareholder in ArborGen. This is the only reason the Board
considers David to be non-independent, having given consideration to a range of
other factors including tenure and related party relationships. As such, his interests
are directly aligned with all shareholder interests. The Board has approved David's
appointment as Chair and has determined it appropriate given there is a majority of
Independent Directors on the Board and the benefits of having his experience and
direct institutional knowledge. He is not involved in the day to day running of the
business and does not have significant influence over operational decisions.
Effective for the 12 months ended 31 March 2024.
PRINCIPLE 1: ETHICAL STANDARDS
'Directors should set high standards of ethical behaviour, model this behaviour and hold management accountable
for these standards being followed throughout the organisation.'
1.1 Code of Ethics
The Code of Conduct and Ethics sets out clear expectations for ethical decision-making and personal behaviour by Directors
and employees in relation to situations where their or ArborGen’s integrity could be compromised. These include conflicts of
interest, proper use of Company property and information, fair dealings with employees and other stakeholders, compliance
with laws and regulations, reporting of unethical decision making and dishonest behaviour, and related matters.
Included in the Code of Conduct and Ethics are mechanisms for dealing with breaches of the Code. Employees are
encouraged to report any breaches in line with the processes outlined in the Code of Ethics. Employees are also encouraged
to speak up in line with the Company’s Whistleblowing Policy.
The Code of Conduct and Ethics has been communicated to all Directors and employees of the Company, is part of the
induction process and is also published on the corporate website www.arborgenholdings.com/governance. The Directors lead
by example, modelling high ethical standards to all employees and stakeholders, and it is expected that employees will also
follow the highest standards of ethical behaviour. The Code of Ethics is reviewed at least every two years.
ArborGen did not donate to any political parties in FY24.
1.2 Insider Trading Policy
ArborGen has a Security Trading Policy, which along with the Financial Markets Conduct Act 2013, imposes limitations and
requirements on Directors and employees in dealing in the Company’s shares. These limitations prohibit dealing in shares while
in possession of inside information and impose requirements for seeking consent to trade. ArborGen’s Securities Trading Policy
is published on the corporate website.
While there is no formal requirement to do so, all Directors hold shares in the Company either personally or through affiliates.
Details of Directors’ share dealings are set out on page 74 of this report.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
62
PRINCIPLE 2: BOARD COMPOSITION AND PERFORMANCE
'To ensure an effective Board, there should be a balance of independence, skills, knowledge, experience
and perspectives.'
2.1 Board Charter
The roles and responsibilities of the Board are detailed in the Board Charter, which is reviewed at least every three years and
is available on the corporate website. The Board’s primary objective is to protect and enhance the value of the assets of the
Company and to act in the best interests of the Company.
The Board Charter outlines a number of key roles and responsibilities of the Board, including:
• the review and approval of appropriate corporate strategies and objectives, transactions relating to acquisitions and
divestments, capital expenditures above delegated authority limits, financial and capital structure policies, financial
statements and reports to shareholders;
• the review of performance against strategic objectives; and
• ensuring that appropriate systems and processes are in place so that the Group is managed in an honest, ethical,
responsible and safe manner. The Board Charter is published on the corporate website.
The Board has delegated authority for the day-to-day management of the business to the CEO and the wider senior
management team with specified financial and non-financial limits.
2.2 Nomination and Appointment of Directors
Membership, rotation and retirement of Directors is determined in accordance with the Company constitution and NZX
Listing Rules.
While the nomination process for new Director appointments is the responsibility of the Board as a whole, the Nomination
Committee is responsible for identifying, reviewing and recommending candidates to the full Board.
The Board may engage consultants to assist in the identification, recruitment and appointment of suitable candidates.
Directors will retire and may stand for re-election by shareholders at least every three years, in accordance with the NZX Listing
Rules. A Director appointed since the previous annual meeting holds office only until the next annual meeting but is eligible for
re-election at that meeting.
Shareholders may also nominate candidates for election to the Board. The Board asks for Director nominations each year
prior to the Annual Shareholders Meeting, in accordance with the constitution of the Company and the NZX Listing Rules.
The Board has a skills matrix and takes into account a number of factors including qualifications, experience and skills when
making Directorship recommendations to the shareholders. The collective capability of the current Board is assessed against
these requirements and the search then focuses on finding a Board member who will best complement the current mix of
capabilities on the Board.
Key information is provided to shareholders when a Director stands for election or re-election.
2.3 Written Agreements
The Company has written agreements with each Director, outlining the terms of their appointment. The Board is satisfied
that each Director has the necessary time available to devote to the position, broadens the Board’s expertise and has the
competencies to ensure the effective functioning of the Board.
The Company has arranged a policy of Directors’ and officers’ liability insurance. This policy covers the Directors and officers
so that any monetary loss suffered by them, as a result of actions undertaken by them as Directors or officers, is insured to
specified limits (and subject to legal requirements and/or restrictions).

63
2.4 Director Information
The Company's Constitution requires a minimum of three Directors and provides for a maximum of nine. As at the date of this
report, the Board comprises five Directors, of which four are determined to be independent.
As at 31 March 2024, the Directors were:
DirectorRoleResidenceAppointed
Dave KnottNon-independent Chairman
(1)
USAAugust 2021
George AdamsIndependent DirectorNZAugust 2019
Tom AveryIndependent DirectorUSAJuly 2018
Ozey HortonIndependent DirectorUSAJuly 2018
Paul SmartIndependent DirectorNZAugust 2018
(1) Substantial Product Holder.
Profiles of each Director are available on the ArborGen website at www.arborgenholdings.com/board-of-directors.
Directors’ interests are disclosed on page 75 of the Annual Report.
The Board considers Director succession on a regular basis, considering such things as tenure, experience and Director
workload. The Board believes that the current Directors offer valuable and complementary skill sets and expertise that are
of value to the Company.
Board meetings are scheduled throughout the year, with other meetings to deal with certain matters arising from time to time
being held when necessary.
The table below sets out Director attendance at Board and committee meetings during FY24. In addition to the formal Board
and committee meetings held during the year, Directors regularly participate in discussions with management on a variety
of matters.
BoardAudit Committee
Nominations
Committee
Remuneration
Committee
Number of meetings held52–1
Dave Knott52–1
George Adams52–1
Tom Avery52–1
Ozey Horton52–1
Paul Smart52–1
More information on Board committees is set out under the heading 'Principle 3' on page 65.
2.5 Diversity
ArborGen is continuously developing its culture of performance and growth including employee development and driving its
inclusion and diversity strategy. The workforce spans a wide range of age, cultural profiles and backgrounds and the Board and
management believe diversity of thought helps innovation. ArborGen has a culture of equity, fairness, and accountability. The
Code of Conduct guides behaviour that creates a comfortable and rewarding workplace and ongoing training is provided on
diversity and inclusion topics.
The Company ensures its selection processes for recruitment and employee development opportunities are free from bias and
are based on merit and the Board has practices in place to ensure diversity and fairness within the organisation. The Company
has a flexible working programme that permits work/life balance.
ArborGen has a formal Diversity and Inclusion Policy which is published on the corporate website. The policy sets out how
ArborGen will set measurable objectives for achieving and maintaining diversity and inclusion, and how it will assess its progress
towards achieving these objectives. The Remuneration Committee provides oversight of employment practices and HR
processes and practices. The Board is satisfied that the current activities are in line with the Diversity and Inclusion Policy and
with its progress towards achieving our objectives. As measurable metrics for furthering diversity and inclusion are established,
performance against these agreed metrics will be referenced in subsequent Annual Reports.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
64
Activities in FY24 included:
• reviewing the scorecard which measures employee composition by gender, age and ethnicity, that is prepared
annually for the Remuneration Committee to review;
• tracking completion of employee training courses covering Diversity, Inclusion, Discrimination and Leadership
which employees must complete;
• conducting a remuneration review for all positions based on job descriptions and location. Salary adjustments
were proposed where appropriate based on this review; and
• completing the annual review of the Employee handbook, with no changes required to be made.
The officers of ArborGen Holdings (as defined by the NZX Listing Rules for the purposes of diversity reporting) are the
CEO and specific direct reports of the CEO having key functional responsibility. Officers are:
• Justin Birch
• Adriano Amaral de Almeida
• Christina Green
• Timothy Spreier
Senior executives are:
• Kathy Parker
• Cathy Quinn
• Patrick Cumbie
• Jason Watson
As at 31 March 2024, females represented 11% of Directors and Officers of the Company (31 March 2023: 13%).
ArborGen
HoldingsFY24 FemaleFY24 Male
FY24 Gender
diverseFY23 FemaleFY23 Male
FY23 Gender
diverse
Directors050050
Officers130120
2.6 Director Training and Education
Directors receive comprehensive information on the Company’s operations and have access to any additional information they
consider necessary for informed decision-making. The Company is committed to ensuring its Directors have the knowledge
and information to discharge their responsibilities effectively.
Directors are required under the Board Charter to continuously educate themselves on how they can appropriately and
effectively perform their duties as Directors.
All Directors have access to executives to discuss issues or obtain information on specific areas in relation to matters to be
discussed at Board meetings, or other areas as they consider appropriate. The Board committees and Directors, subject to the
approval of the Board chair, have the right to seek independent professional advice at the Company’s expense, to enable them
to carry out their responsibilities.
2.7 Board Performance and Review
The Chair conducts an informal review of and with each director on an annual basis.
The Board also conducts annual reviews of the Board, each Committee, and individual Directors against the Board Charter.
2.8 Director Independence
Of the five Directors, two are ordinarily resident in New Zealand. In addition, the Board has assessed that four of the five
Directors are Independent Directors for the purposes of the NZX Listing Rules. In order for a Director to be independent, the
Board has determined that he or she must not be an executive of ArborGen and must have no Disqualifying Relationships as
defined in the NZX Listing Rules.
Directors are required to notify the Company of any interests they have that could impact an assessment of their independence
or their ability to act in the best interests of ArborGen. The Company has processes in place to manage any conflicts of interest
with Directors.

65
2.9 Independent Chair
The Chairman, David Knott, is not considered independent because he is a substantial product holder of the Company.
The Board has determined that the appointment of David as Chair is nevertheless appropriate given there is a majority
of Independent Directors on the Board and the benefits of having his experience and direct institutional knowledge.
He is a Non-executive Director.
2.10 Separation of the Chair and the CEO Roles
The Board supports the separation of the roles of chair and CEO. ArborGen’s CEO, Justin Birch, is not a Director
on the ArborGen Board.
PRINCIPLE 3: BOARD COMMITTEES
‘The Board should use committees where this will enhance its effectiveness in key areas, while still retaining
Board responsibility.'
The Board has three standing committees, being the Audit Committee, the Remuneration Committee and the Nominations
Committee. Each committee operates under a Charter addressing purpose, constitution and membership, authority, reporting
procedures and evaluation of the committee. These Charters are published on ArborGen’s corporate website.
The committees enhance the effectiveness of the Board through closer examination of issues and more efficient decision
making. However, the Board retains ultimate responsibility for the functions of its committees and determines their
responsibilities.
The Board appoints the members and chair of each committee, with the committee chair reporting committee
recommendations to the Board.
The Board regularly reviews the charters of each Board committee, the committees’ performance against those charters
and membership of each committee.
The Board believes that committee charters, committee membership and roles of committee members comply with
recommendations in the NZX Code.
Current membership of the Board Committees at 31 March 2024 is set out below.
CommitteeRoleMembers
Audit CommitteeAssist the Board in its oversight of the
integrity of financial reporting, financial
management and controls, external
audit quality independence and the risk
management framework.
Paul Smart (Chairman)
George Adams
Tom Avery
Ozey Horton
Remuneration CommitteeAssist the Board in evaluating the
performances of the senior executives of
the Company, setting the remuneration
packages for senior executives, and
recommending to the Board the
remuneration of the senior executives
and Non-executive Directors
George Adams (Chairman)
Tom Avery
Ozey Horton
Dave Knott
Paul Smart
Nominations CommitteeAssist the Board in ensuring appropriate
Board performance and composition and
in appointing Directors
Dave Knott (Chairman)
George Adams
Tom Avery
Ozey Horton
Paul Smart

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
66
3.1 Audit Committee
The Audit Committee has a minimum of three members, is comprised solely of Non-executive Directors of the Company and
is chaired by an Independent Director. It has been determined by the Board that several members of the Audit Committee
have an adequate accounting or financial background as defined in the NZX Listing Rules. All of the members of the Audit
Committee are Independent Directors.
One of the main purposes of the Audit Committee is to ensure the quality and independence of the external audit process.
The Committee makes enquiries of management and the external auditors so that it is satisfied as to the validity and accuracy
of all aspects of the Company’s financial reporting. All aspects of the external audit are reported back to the Audit Committee
and the external auditors are given the opportunity at Committee meetings to meet with Directors.
The Audit Committee is well resourced and operates under a formal written Charter which is available on ArborGen's website.
3.2 Management Attendance at Audit Committee Meetings
Management attendance at committee meetings is by the Committee's invitation only. Generally, the Committee invites
the CEO, CFO and audit partners from New Zealand and the United States to attend meetings.
3.3 Remuneration Committee
The Chair of the Remuneration Committee is an Independent Director as are three of the other four members. Management
may only attend Remuneration Committee meetings at the invitation of the Committee. The Committee is well resourced
and operates under a formal written charter which is available on ArborGen’s website.
3.4 Nomination Committee
The majority of the members of the Nominations Committee are Independent Directors, the Committee is well resourced
and operates under a formal written charter which is available on ArborGen’s corporate website.
3.5 Other Board Committees
Special purpose committees may be formed to review and monitor specific projects. There were no other Board committees
formed during FY24.
3.6 Takeover Protocols
In the event of a takeover, the Board’s protocols require the immediate formation of a subcommittee (the Takeovers
Committee), comprised of non-interested Non-executive Directors, which will have the authority to make binding decisions
in respect of the takeover, including:
• retaining independent legal and financial advisers;
• appointing an independent adviser for the purposes of the Takeovers Code;
• negotiating with the bidder;
• ensuring strict process separation and independence from interested Directors; and
• approving any announcements or communications relating to the potential transaction.

67
PRINCIPLE 4: REPORTING AND DISCLOSURE
'The Board should demand integrity in financial and non-financial reporting, and in the timeliness and balance
of corporate disclosures.'
4.1 Continuous Disclosure Policy
The Board is committed to providing accurate, adequate and timely information both to its shareholders and to the market
generally. This enables all investors to make informed decisions about the Company. All significant announcements made
to NZX, and reports issued, are posted on the Company’s website. The Company has procedures in place to ensure that it
complies with its continuous disclosure requirements under the NZX Listing Rules. The Continuous Disclosure Policy governs
the release to the market of all material information that may affect the value of the Company. This policy is available on
ArborGen's corporate website.
4.2 Access to Key Governance Policies
Copies of the key governance documents, including the Continuous Disclosure Policy, Code of Conduct and Ethics,
Remuneration, Securities Trading Policy, Board and Committee Charters and Diversity and Inclusion, ESG and Sustainability
policies are available on the Company’s website.
https://www.arborgenholdings.com/governance-documents
4.3 Financial Reporting
The Board is ultimately responsible for ensuring the quality and integrity of the Company’s financial reports. To achieve this,
the Company has in place a structure to independently verify and safeguard the integrity of the Group’s reporting. The Audit
Committee constitutes a key component of this structure.
For the financial year ended 31 March 2024, 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 with the Financial
Reporting Act 2013.
The Audit Committee has confirmed in writing to the Board that ArborGen’s external financial reports are balanced, clear and
objective and present a true and fair view in all material aspects.
ArborGen’s full year and half year financial statements are available on ArborGen’s website.
4.4 Non-financial Reporting
Non-financial information is provided on a regular basis to shareholders to allow them to measure the progress of the
Company. ArborGen discusses its strategic objectives and its progress against these in the Chair and CEO’s commentary
in shareholder reports and other market communications.
Environmental and Social commentary has been provided in this year’s Annual Report at page 19, and ArborGen is reporting
for the first time in line with Climate Related Disclosures (NZ CS 1). ArborGen’s aim is to care and protect the natural ecosystem
and provide positive benefits for its people and communities, while delivering robust financial performance and profitability for
shareholders. The Company is on a continuous journey to identify ways to measure and monitor its environmental and social
impact. The Board believes this will help to improve all aspects of the business and deliver positive benefits for all stakeholders.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
68
PRINCIPLE 5: REMUNERATION
'The remuneration of Directors and executives should be transparent, fair and reasonable.'
The Company’s remuneration policies aim to attract and retain talented and motivated Directors and executives who will
contribute to enhancing the performance of the Company.
The framework for the determination and payment of Directors’ and senior executives’ remuneration is set out in ArborGen’s
Remuneration Policy available on ArborGen's corporate website. External advice is sought on a regular basis to ensure
remuneration is benchmarked to the market for senior management positions, Directors and Board committee positions.
The Company believes it is appropriate to have Directors’ and executives’ remuneration aligned with the performance
of the Company, and that the ownership of ArborGen Holdings' shares is a good way of achieving this goal.
Further details on remuneration are provided in the Remuneration section of this Annual Report on pages 72 to 74.
5.1 Directors’ Remuneration
Shareholders fix the total remuneration available for Directors. Approval is sought for any increase in the pool available to pay
Directors’ fees, and any recommendations to shareholders regarding Director remuneration are provided for approval in a
transparent manner. If independent advice is sought by the Board, it will be disclosed to shareholders as part of the approval
process.
The last Director fee pool was approved by shareholders at the Annual Meeting in 2001 for a total fee pool of NZ$800,000.
Total fees paid in FY24 were NZ$265,001, with David Knott volunteering to reduce his Chair fee to NZ$1.
Board policy is that no sum is paid to a Non-executive Director upon retirement or cessation of office.
While there is no formal requirement to do so, all Directors hold shares in the Company either personally or through affiliates.
Directors’ interests and share dealings in the Company are detailed on pages 72 and 74.
Remuneration for each Board role as at 31 March 2024 is as follows. Specific payments made to each Director during FY24 as
well as other related information, is set out in the Remuneration Report on page 72.
RoleFee
ChairNZ$80,000
Non-executive DirectorNZ$62,500
Committee ChairNZ$7,500
5.2 and 5.3 Executive and CEO Remuneration
ArborGen’s executive remuneration policies and practices are designed to attract, retain and motivate high calibre people and
create a performance-focussed culture. Details of executive and CEO Remuneration are set out in the Remuneration Report
on pages 72 to 74.

69
PRINCIPLE 6: RISK MANAGEMENT
'Directors should have a sound understanding of the material risks faced by the issuer and how to manage them. The
Board should regularly verify that the issuer has appropriate processes that identify and manage potential and material
risks.'
6.1 Risk Management Framework
ArborGen is committed to proactively managing risk. While this is the responsibility of the entire Board, the Audit Committee
assists the Board and provides additional oversight in regards to the risk management framework and monitoring compliance
with that framework.
The Audit Committee carries out a robust risk assessment process which includes reviews with management and the
independent Auditor of significant risks and exposures of the Group, and assessments of risk mitigation steps taken by
management to minimise such risks. The Board receives regular reports of the material, emerging and existing risks from
management.
The executive team and senior management are required to regularly identify the major risks affecting the business and
develop structures, practices and processes to manage and monitor these risks. ArborGen has a Risk Register that is regularly
updated and discussed with the Board incorporating risk ratings both pre and post risk mitigation controls. Risk assessments are
reviewed and re-evaluated, with additional controls added in some cases, following separate discussions with respective team
members for each risk area, and the Board.
The Board is satisfied that ArborGen has in place a risk management process to effectively identify, manage and monitor
ArborGen’s principal risks. ArborGen maintains insurance policies that it considers adequate to meet its insurable risks.
ArborGen considers that the material risks facing the business are:
Key RiskDescriptionMitigation
Climate related risks and weather
events
See additional information below
• Freezes during flower pollination
season reducing annual seed
production volumes
• Hurricane damage, or other large
scale natural disaster-related
damage, to orchards
• Inability to bag all selected flowers in
orchards during pollination due to an
accelerated season
• Building buffer seed inventory in the
right genetics for each provenance
• Establishing orchard blocks on
properties outside of their typical
range for the provenance (e.g.
Coastal orchards in Texas)
• Maintaining redundant orchard
capacity
• Recycling / renewing orchards per
standard orchard management on a
schedule to distribute orchard acres
across ages
Customer Activity• Reductions or cancellations of
seedling orders
• Advanced genetics (AG) adoption
rate
• Competitor pricing pressure
• Detailed customer planning process
• Contractual terms limiting order
reductions and strict timelines
• Customer diversification
• Comprehensive sales and marketing
programme with focus on MCP
• Continued AG new product
development
• Differentiation based on AG product
offer, superior service and seedling
quality
• Margin management
Economic environment
and trading conditions
• Exposure to economic fluctuations
impacting demand, pricing, and
overall financial performance
• Regular economic analysis and
scenario planning to anticipate and
respond to market changes
• Active financial stewardship
Emerging market (Brazil)• Growth rate in emerging market
• Economic and financial environment
in Brazil
• Engagement with local advisers
• Robust strategic plans and oversight
• Strong leadership team, with local
experience and knowledge

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
70
6.2 Climate Related Risks and Disclosures
Climate is inherently linked to the nature of ArborGen’s business. ArborGen recognises the need to proactively manage the risks
and opportunities that arise from climate change, in the same way it manages other risks and opportunities facing the business.
As of 1 April 2023, the Group is a Climate Reporting Entity for the purpose of the Financial Markets Conduct Act 2013 (‘FMCA’).
This year, for the first time, ArborGen will report against the Aotearoa New Zealand Climate Standards. We will publish
our Climate-related Disclosures as a separate document on or before 31 July 2024 and this will be available at
www.arborgenholdings.com/sustainability.
6.3 Health and Safety
The health and safety of employees, customers and suppliers is critical and essential for ArborGen’s success. Board and
management are committed to delivering a safe workplace, and safety training is integral to the Company’s zero-harm
goal. Health and safety results are monitored and measured against zero-harm expectations. The Company provides safety
education programmes and has other continuous programme initiatives in place to keep people safe at work. At ArborGen’s
secure containment facilities, procedures are designed to ensure compliance with regulatory requirements in each of the
jurisdictions in which the Company operates, including procedures to ensure employee safety at those facilities.
In FY24, the Total Case Incident Rate (TCIR) for all ArborGen facilities in all geographies was 0.5. TCIR is defined as total number
of recordable injuries and illness cases per 100 full-time employees that a site has experienced in a given time frame.
PRINCIPLE 7: AUDITORS
'The Board should ensure the quality and independence of the external audit process.'
7.1 External Audit
The Board’s relationship with its external auditors is governed by the Audit Committee Charter. The Charter includes provisions
for the Committee's responsibilities to maintain direct and indirect lines of communication with the external audit function and
to ensure that the ability and independence of the external audit function to carry out its statutory audit role is not impaired, or
could reasonably be perceived to be impaired.
For the year ended March 2024, the Company’s external auditor was Deloitte. Deloitte was first appointed as auditor in 2019
and re-appointed under the Companies Act 1993 at the 2023 Annual Shareholders Meeting. Consistent with best practice,
the audit partner is rotated at no greater than five yearly intervals, with the next lead partner rotation due in 2025.
A formal engagement letter with Deloitte clearly sets out the responsibilities of Deloitte in relation to the external audit
of the Group’s financial statements and financial systems.
The Audit Committee monitors the ongoing independence, quality and performance of the external auditors and monitors
audit partner rotation. The committee pre-approves any non-audit work undertaken by the external auditors. There were
no non-audit services provided by Deloitte in FY24. The fees paid for audit services in FY24 are presented in Note 7 of the
Financial Report.
Deloitte attends all Audit Committee meetings and has sessions, at least semi-annually, with the Audit Committee without
management in attendance.
The Audit Committee is satisfied that the independence of Deloitte is not compromised by any relationship between Deloitte
and ArborGen or any related party or as a result of any non-audit services provided by Deloitte, and has obtained confirmation
from Deloitte to this effect.
7.2 Attendance at Annual Meeting
The external auditors attend the Annual Shareholders Meeting each year and are available to answer questions from
shareholders relevant to the audit.
7.3 Internal Audit
ArborGen does not have a dedicated Internal Auditor role. ArborGen has a number of internal controls overseen by the
Audit Committee as per the Audit Committee Charter, including controls for treasury, delegated authority, and prevention
and identification of fraud. As part of the external audit process, Deloitte provide feedback on internal processes and functions.

71
PRINCIPLE 8: SHAREHOLDER RIGHTS AND RELATIONS
'The Board should respect the rights of shareholders and foster constructive relationships with shareholders that
encourage them to engage with the issuer.'
8.1 Investor Website
Easy access to information about the performance of ArborGen and relevant investor and governance information is available
on the Company’s website www.arborgenholdings.com.
8.2 Engagement with Shareholders
The Board is committed to promoting good relations with the shareholders through effective communication, ready access
to information about the Company, and facilitating participation at shareholder meetings.
Shareholders are encouraged to attend the Annual Shareholders Meeting and may raise matters for discussion at this event.
The Annual Shareholders Meeting is streamed live and is accessible worldwide. All written communications and reports are
available on the Company’s website, as well as emailed to shareholders who elect to be emailed.
Shareholders are given the option to communicate with the Company and its share registry electronically. Approximately
54% of ArborGen’s shareholders have opted for email communications.
The Company has a formal continuous disclosure policy in place and the Company regularly communicates to the market
to ensure compliance with the NZX Rules on continuous disclosure.
8.3 Voting on Major Decisions
In accordance with the NZX Listing Rules, shareholders have the right to vote on major decisions which may change
the nature of the Company. Each shareholder has one vote per share and voting is conducted by polls.
8.4 Equity Offers
ArborGen did not undertake any capital raising during FY24. Should ArborGen consider raising additional capital, we
will structure the offer having regard to likely levels of shareholder participation and optimising and enhancing the ability
to maximise the level of capital raised. The Board will look to give all shareholders an opportunity to participate in any
capital raising.
8.4 Notice of Meeting
The notice of the Annual Shareholders Meeting is announced on the NZX, sent to shareholders and posted on the
Company’s website at least 20 working days prior to the meeting each year. In 2023, the Notice of Meeting was sent
on 21 August, with the meeting held on 20 September.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
72
REMUNERATION REPORT
ArborGen’s Remuneration committee assists the Board in evaluating the performances of the senior executives of the
Company, setting the remuneration packages for senior executives, and recommending to the Board the remuneration
of the senior executives and Non-executive Directors. More information is set out in the Corporate Governance statement
in this Annual Report.
Director Remuneration
The Company’s remuneration policies aim to attract and retain talented and motivated Directors and executives who will
contribute to enhancing the performance of the Company. The remuneration for each Board role is shown on page 68.
Directors’ fees exclude GST, where applicable. Directors are entitled to be reimbursed for costs directly associated with carrying
out their duties, including travel costs. Board policy is that no sum is paid to a Non-executive director upon retirement or
cessation of office. Directors do not participate in the Company's short or long term incentives.
The total amount of remuneration and other benefits received by the Directors during the year ended 31 March 2024 was
NZ$265,001 as shown in the table below.
DirectorResponsibilityDirectors FeesCommittee FeesFY24 Total
DM Knott
Board Chair
Nominations Committee Chair
NZ$80,000
NZ$1
(1)
TA AveryNZ$62,500NZ$62,500
OK HortonNZ$62,500NZ$62,500
PR SmartAudit Committee ChairNZ$62,500NZ$7,500NZ$70,000
THG AdamsRemuneration Committee ChairNZ$62,500NZ$7,500NZ$70,000
(1) David Knott volunteered to reduce his Chair fee to NZ$1.
Director Equity Holdings
The Company believes it is appropriate to have Directors’ and executives’ remuneration aligned with the performance of the
Company, and that the ownership of ArborGen Holdings' shares is a good way of achieving this goal. As at 31 March 2024,
Directors of the Company held the following relevant interests (as defined in the Financial Markets Conduct Act 2013) in
ArborGen shares:
NamePositionNumber of Shares
DM KnottChairman and Non-executive Director137,663,111
TA AveryNon-executive Director
(1)
555,350
OK HortonNon-executive Director
(1)
555,350
PR SmartNon-executive Director
(1)
555,350
THG AdamsNon-executive Director
(2)
820,998
(1) Shares issued under the 2018 Share Plan (see the Company's 2022 Annual Report for further details).
(2) Shares issued under the 2019 Share Plan.
Executive Remuneration
The Group's Remuneration Policy aims to attract, retain and incentivise employees in order to drive and enhance Company
performance. Performance incentive payments are determined by the Remuneration Committee and are calculated by
measuring actual performance outputs against target individual and/or Company objectives.
In September 2019, the Board established a new share-based incentive scheme named the Rubicon Limited 2019 Omnibus
Incentive Scheme (the Omnibus Incentive Scheme) permitting the Board or the Remuneration Committee to grant various
equity-based awards (including stock options, stock appreciation rights, restricted stock units and other types of equity and
cash awards) to officers, employees and directors of the ArborGen Group. The Omnibus Incentive Scheme aims to align the
interests of the Groups' officers, employees and directors with those of the Company’s shareholders over the longer term.
There was no approved Long Term Incentive Plan in respect of the fiscal year ending 31 March 2024 (FY24).

73
CEO Remuneration
Outgoing CEO
Andrew Baum stepped down as CEO on 16 June 2023. In connection with the cessation of his employment, Mr. Baum
received a payment equal to one year of his base salary of US$405,736, which he elected to receive in the form of ARB Ordinary
Shares. ArborGen issued those shares to him at an issue price based on the Average Market Price (as defined in the NZX Listing
Rules) of ARB Ordinary Shares on NZX at that time his employment ceased. He also received a cash payment equivalent to the
taxes due as a result of the share issuance.
Incoming CEO
Justin Birch commenced as CEO on 16 June 2023. The CEO’s remuneration package reflects the complexity of the role
and the wide-ranging skills needed to do it well, and is intended to strongly align his interests with those of shareholders.
It comprises:
• A fixed remuneration component comprising cash salary of US$425,000 (Base Salary)
• Annual short-term incentive of up to 100% of Base Salary:
- Guaranteed for and paid after ArborGen’s fiscal year ended 31 March 2024 comprising:
(i) US$212,500 paid in cash; and
(ii) US$212,500 in ARB ordinary shares
- For fiscal year ended 31 March 2025 and each fiscal year thereafter:
(i) a cash bonus of up to 50% of then-current Base Salary; and
(ii) a bonus paid in ARB ordinary shares of up to 50% of then-current Base Salary, in each case subject
to meeting performance criteria determined by the Remuneration committee.
• An equity grant of restricted ordinary shares (Restricted Shares) equal to 4% of ordinary shares in ARB subject
to shareholder approval, as required, comprising:
- 50% Time-Based Shares: 50% of such Restricted Shares shall vest as follows:
(i) one third shall vest on the first anniversary of the employment commencement date (Starting Date); and
(ii) two thirds shall vest on the second anniversary of the Starting Date, in each case subject to completion
of continuous service with ArborGen or an affiliate until the applicable vesting date
- 50% Performance-Based Shares: 50% of such Restricted Shares shall vest as follows:
(i) one half of such Performance-Based Shares shall vest on June 1, 2024, and
(ii) the other half of such Performance-Based Shares shall vest on June 1, 2025 in each case subject
to satisfaction of applicable performance criteria determined by the Remuneration Committee and
to completion of continuous service with ArborGen or an affiliate until the applicable vesting date.
If the Company terminates the Chief Executive Officer's employment without cause, the Company shall pay the Executive an
amount equal to twelve months of the Chief Executive Officer's Base Salary.
The Remuneration Committee and the Board approved the grant of the Restricted Shares set out above in accordance with the
Rubicon Limited 2019 Omnibus Incentive Scheme (the Omnibus Incentive Scheme) established in September 2019, subject to
the requirements of the NZX Listing Rules. The Omnibus Incentive Scheme permits the Board or the Remuneration Committee
to grant various equity based awards to officers, employees and directors of the ArborGen Group, with the aim of aligning the
interests of the Groups' officers, employees and directors with those of the Company’s shareholders over the longer term.
Under the Omnibus Incentive Scheme, the Remuneration Committee can, but is not obligated to, permit the mandatory tax
withholdings of equity-based awards to be satisfied by withholding shares to which the recipient would otherwise be entitled.
In that event, the Company would use its own cash to satisfy the withholding taxes of the recipient and accordingly reduce
the number of shares transferred upon vesting to the recipient.
The Board ensures that the CEO’s remuneration, including base salary, is aligned with appropriate market rates and reflects
performance and delivery of sustainable shareholder value.
Further information on the CEO’s Remuneration was provided in the FY23 Notice of Meeting, where shareholders approved
the issue of 10,471,477 shares to the Justin Birch Trust, in addition to the 9,780,000 issued in July 2023.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
74
Fixed RemunerationShort Term IncentiveLong Term Incentive
Total
Base Salary
Other
benefits
Cash
Number
of Shares
Vested
Market
Price
Number
of Shares
Vested
Market
Price
FY23:
A Baum
$403,449$31,200$94,422
(1)
$529,071
FY24:
A Baum
$93,600$72,320$181,012
(2)
3,514,844$405,736$752,668
FY24:
J Birch
(4)
$359,600$315,920$212,500
(3)
$212,500$1,100,520
(1) In FY23, A Baum received a bonus related to the Strategic Review totalling USD$25,000. He received a STI payment
of $69,422 equivalent to 80% of maximum STI bonus available.
(2) Refer to Dealings in Company Securities below.
(3) Unpaid and unissued at 30 May 2024.
(4) Refer to page 73 for long term incentives yet to be awarded.
Employee Remuneration
In accordance with Section 211 of the Companies Act, remuneration and other benefits (including performance benefits
and any redundancy payments) which in total exceeded NZ$100,000 per annum received by employees of ArborGen and its
subsidiaries (i.e. including ArborGen Inc and its respective subsidiaries) in the period ended 31 March 2024 is summarised in
the following table:
NZ$000
Number of
EmployeesNZ$000
Number of
Employees
100to11014220to2301
110to12010230to2401
120to1309240to2501
130to1407260to2701
140to1501280to2901
150to1605290to3001
160to1704300to3101
170to1801310to3201
180to1902320to3301
200to2101400to4101
210to2201
Payments are inclusive of redundancy and severance payments, and exclude discontinued operations.
DEALINGS IN COMPANY SECURITIES
There has been no trading in ArborGen Holdings' shares by Directors and Senior Officers during the twelve-month period
ended 31 March 2024 other than vesting of shares under the Non-Executive Directors' Share Plans and the issuance of shares
under the Executive Fixed Trading Plan:
• 20,251,477 new shares issued to Justin Birch pursuant to the Restricted Share Agreement dated 27 September 2023
as detailed in notes 19 and 25 of these financial statements; and
• Pursuant to Andrew Baum's employment cessation agreement, Andrew was entitled to the equivalent of one year of
his base salary of US$405,736 in ArborGen Holdings shares. Accordingly on 21 June 2023, 3,514,844 new ArborGen
Holdings ordinary shares (Separation Shares) were issued at the 5-day VWAP of NZ$0.184992 per share (equivalent to
NZ$650,218 in value, being US$405,736 converted at an NZD/USD exchange rate of 0.6240).

75
INTERESTS REGISTER
Directors’ certificates to cover entries in the Interests Register made during the twelve-month period ended 31 March 2024
in respect of remuneration, dealing in the Company’s securities, insurance and other interests have been separately disclosed
as required by the New Zealand Companies Act 1993.
Directors’ Interests
The following are particulars of general disclosures of interest given by the Directors of the Company as at the date of this
report pursuant to section 140(2) of the Companies Act 1993:
Relationship
DM KnottKnott Partners, LPManaging Member
Daida LLCBoard Member
The HiGro Group, LLCAdvisory Board
Knott Family FoundationPresident
THG AdamsApollo Foods LimitedExecutive Chairman and shareholder
Bremworth LimitedChairman
Insightful Mobility LimitedChairman and shareholder
Netlogix Group HoldingsChairman
New Zealand Frost Fans Holdco LimitedChairman
Synlait Milk LimitedChairman
Synlait Milk Finance LimitedDirector
TA AveryCRA International IncDirector and shareholder
KIPP Metro AtlantaDirector
PowerUP ScholarshipDirector
Southeast Pet IncAdvisory Board Member
OK HortonAl Dabbagh GroupAdvisory Board Director
Louisiana-Pacific CorporationDirector and shareholder
Worthington Industries, IncDirector and shareholder
MUSC Hollings Cancer CenterAdvisory Board Member
Liberty Fellowship FoundationMentor
PR SmartVortex Power Systems LimitedDirector and Chair
Argus Fire Systems Service LimitedDirector
Genus ABS (NZ) LimitedDirector
Bellbird TrustTrustee
Saddleback TrustTrustee and Beneficiary
Sunrise Consulting LimitedDirector
During the twelve-month period ended 31 March 2023 Directors advised the following resignations:
Relationship
THG AdamsMix Global Holdings LimitedChairman
Hellers Group Holdings LimitedDirector
TA AveryRazorhorse CapitalAdvisory Board Member
OK HortonSpoleto Festival, USABoard Member
PR Smart
Tamata Hauha LimitedDirector and Chair
STATUTORY INFORMATION

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
76
SUBSIDIARY COMPANY DIRECTORS
Section 211(2) of the Companies Act 1993 requires the Company to disclose in relation to directors and former directors of
its subsidiaries, amongst other things, the total remuneration and value of other benefits received by them, and particulars of
interest register entries made by them during the twelve-month period ended 31 March 2024. No employee of an ArborGen
Group company appointed as a director of any wholly-owned subsidiary receives any remuneration or other benefits in that
role. The remuneration and other benefits of employees are disclosed elsewhere in this Annual Report. No director of any
subsidiary receives any remuneration or other benefits as a director. The following persons held office as directors of subsidiary
companies as at 31 March 2024, or in the case of those persons with the letter (R) after their name, ceased to hold office during
the period:
Rubicon Forests Holdings LimitedDM Knott, PR Smart
Rubicon Industries USA LLCDM Knott
ArborGen IncDM Knott, TA Avery, JH Birch
OK Horton, PR Smart, THG Adams
ArborGen Comercio de Produtos Florestais
Importacao e Exportacao LTDAA Amaral de Almeida, G Bassa (R)
ArborGen Technologia Florestal LTDAA Amaral de Almeida, G Bassa (R)
ArborGen Australia Holdings Pty LtdG Mann, A Frees, AM Baum
ArborGen Australia Pty LtdG Mann, A Frees, AM Baum
SHAREHOLDER INFORMATION
The Company’s shares are listed on the Main Board of NZX Limited. The 20 shareholders of record with the largest holdings of
shares at 1 May 2024 were:
Number of shares% of shares
HSBC Nominees (New Zealand) Limited - NZCSD156,027,01829.6 1
Citibank Nominees (New Zealand) Limited - NZCSD129,814,40524.63
Accident Compensation Corporation - NZCSD38,189,6097.25
JBWere (NZ) Nominees Limited24,873,4994.72
Justin Birch a/c - A Brown20,251,4773.84
Sky Hill Limited20,047,0433.80
JPMorgan Chase Bank NA NZ Branch - NZCSD9,630,3891.83
The Tai Shan Foundation – F Pearson & S Pearson6,574,2521.25
Public Trust - NZCSD6,274,9661.19
Squirrel a/c - A Mansell, S Pearson & J Pearson6,194,4661.18
S Moriarty5,320,0001 .01
A Baum4,703,3510.89
H Fletcher & S Fletcher4,318,1820.82
M Taylor3,680,0000.70
New Zealand Depository Nominee Limited3,025,6830.5 7
Moriarty Superannuation Fund – S & D Moriarty2,710,1240.5 1
The So Proud a/c – S Godfrey, D Toothill & M Godfrey2,639,0270.50
K Chiam2,241,9370.43
B Tyler2,000,0000.38
Custodial Services Limited1,917,4240.36
Total450,432,85285.47

77
DISTRIBUTION OF SHAREHOLDERS AND HOLDINGS AS AT 1 MAY 2024
Number of shareholders Number of shares
Size of holdingNumber%Number%
1-999 1,808 33.95 1,180,959 0.22
1,000–9,999 2,857 53.65 7,532,539 1.43
10,000–49,999 410 7.70 8,191,938 1.55
50,000–99,999 79 1.48 5,355,159 1.02
100,000 and over 171 3.21 504,697,194 95.78
Total
(1)
5,325 100.00 526,957,789 100.00
(1) Includes shares issued under the Non-Executive Directors Share Plan.
DOMICILE OF SHAREHOLDERS AND HOLDINGS AS AT 1 MAY 2024
Number of shareholders Number of shares
Number%Number%
New Zealand4,30980.92
359,531,523
(1)
68.23
Australia62211.68134,007, 12225.43
United Kingdom1522.86
21,010,2093.99
United States of America1462.749,564,4881.81
Other961.802,844,4470.54
Total
(1)
5,325 100.00526,957,789100.00
(1) Includes shares held by US-based shareholders through New Zealand nominee companies.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
78
SUBSTANTIAL PRODUCT HOLDERS
According to notices that have been provided under the Financial Markets Conduct Act 2013, as at 31 March 2024 the following
were substantial product holders in the Company. In terms of the Act, the number of shares and percentages shown below are
as last advised by the substantial product holder and may not be their current holdings or reflect the current percentage of the
voting securities on issue.
Substantial product holder
Number of
voting securities
held at date of
notice
% of voting
securities held at
date of noticeDate of notice
Dave Knott
(a)
115,583,16228.25623 August 2016
(2)
Libra Fund LP / Ranjan Tandon77 ,149,36714.646 October 2023
(1)
Accident Compensation Corporation32,221,0006.6044 January 2018
(1)
Irvin Kessler25,000,0005.1243 January 2018
(1)
Bank of New Zealand
(b)
25,000,0005.1248 January 2018
(1)
Greensprings Capital LP28,256,0645.3612 October 2023
(1)
The following substantial product holder notices have been received (which are included in the substantial product holder
notices disclosed above). The number of shares and percentages shown below are as last advised by the substantial
product holder and may not be their current holdings or reflect the current percentage of the voting securities on issue.
Substantial product holder
Number of
voting securities
% of ArborGen
voting securitiesDate of notice
(a)Mr Knott has disclosed he holds a relevant interest in ArborGen shares held by:
Dorset Management Corporation105,679,65725.83523 August 2016
(2)
Knott Partners, L.P.
(i)
82,511,22620.17113 June 2014
(2)
Various other interests9,903,5052.42123 August 2016
(2)

(i) Dorset Management Corporation has entered into an investment management agreement with Knott Partners, L.P.
pursuant to which Dorset Management Corporation has discretion over the acquisition, disposition and voting of the
securities held by Knott Partners, L.P. Dave Knott is the sole shareholder, Director and President of Dorset Management
Corporation. All of the voting securities held by Knott Partners, L.P. are therefore also included in the number of voting
securities held by Dorset Management Corporation.
(b) In their substantial product holder notice the Bank of New Zealand stated “Conditional power to control the disposal of the
financial product. The relevant interest only arises from the powers of investment contained in an investment management
contract for Bank of New Zealand’s portfolio execution service.”
The total number of issued voting securities at 31 March 2024 was 526,957,789. All of the references to voting securities in this
section are to the Company’s ordinary shares.
(1) The total number of shares on issue at date substantial product holder notice was received was 487,908,343.
(2) The total number of shares on issue at date substantial product holder notice was received was 409,051,378.

79
OTHER
Directors’ and Officers’ Indemnity and Insurance
In accordance with section 162 of the Companies Act 1993 and the constitution of the Company, the Company has given
indemnities to, and has effected insurance for, Directors and executives of ArborGen and its related companies which
indemnify and insure Directors and executives against monetary losses as a result of actions or omissions by them in the
course of their duties. The Company shall maintain insurance cover for the Directors and executives for a period of seven
years following the date the Director or executive has ceased to be a Director or executive of the Company. Excluded from
the indemnity are actions of criminal liability or breach of the Director’s duty to act in what they believe to be the best interests
of the Company.
Donations
During the twelve-month period ended 31 March 2023, the total amount of donations made by ArborGen and its subsidiaries
was $1,889 (2023: $2,313).
Credit Rating
ArborGen has not sought a credit rating.
NZX Waivers
No NZX waivers were granted to the Company by NZX, or otherwise relied upon by the Company, under the NZX Listing Rules
during the period from 1 April 2023 to 31 March 2024.

ArborGen Holdings Limited and Subsidiaries Annual Report 2024
80
REGISTERED OFFICE
Suite 107, 100 Parnell Road,
Auckland 1052, New Zealand
PO Box 68 249, Victoria Street West,
Auckland 1141, New Zealand
Telephone: +64 9 356 9800
Email: info
@
arborgenholdings.com
AUDITOR
Deloitte Limited
SOLICITOR
DLA Piper
(1) Substantial product holder.
DIRECTORY
SHARE REGISTRY
Computershare Investor Services Limited
Private Bag 92119,
Auckland 1142, New Zealand
Ph: +64 9 488 8777
Fax: +64 9 488 8787
Email: enquiry
@
computershare.co.nz
Website: www.computershare.co.nz
WEBSITE
www.arborgenholdings.com
DIRECTORS
Dave Knott, Chairman (USA)
(1)

George Adams, Independent Director (NZ)
Ozey Horton, Independent Director (USA)
Paul Smart, Independent Director (NZ)
Tom Avery, Independent Director (USA)

81

www.arborgenholdings.com