Seeka Limited/Announcement
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Seeka Announces its 31 December 2024 result

Full Year Results26 February 2025SEKConsumer Staples

FULL YEAR RESULTS ANNOUNCEMENT FY24 | SEEKA LIMITED1
SEEKA 2024 FULL YEAR RESULT

Audited results for year ended 31 December 2024 (FY24)

Listed New Zealand produce handler Seeka Limited, with operations in New Zealand and Australia, reports its audited

results for the year ended 31 December 2024.

$411 million operating revenue — up 37% on FY23

$76 million EBITDA — up 193% on FY23's $26 million

$30 million net profit before tax — up from $21 million loss FY23

51 cents earnings per share, pre deferred tax adjustment — up from $0.35 loss FY23

10 cents dividend paid January 2025

5 cents dividend to be paid 15 April 2025

Seeka is pleased to announce its audited financial results for the year ended 31 December 2024.

Seeka reports a return to profitability with a record $29.7 million profit before tax, within the $27.5 million to $31.5 million

range signalled to the market.

"Seeka’s 2024 revenue of $411 million was up 37% on 2023’s $301 million. The $110 million increase in revenue was driven

by higher volumes handled in New Zealand and Australia,” says Seeka chief executive Michael Franks.

"Better growing conditions lifted yields with Seeka's New Zealand post-harvest operations handling 43 million class 1 trays

of kiwifruit, a 44% jump from 2023. Seeka also achieved an 166% increase in production from our Australian kiwifruit

orchards, selling 2.3 million kilograms of our Australian-grown kiwifruit.

"Seeka's focus is to lift its financial profitability, reduce debt and improve its balance sheet ratios while delivering excellence

and an outstanding service to its growers and customers.

"Profit before tax was up 242% to $30 million, which is a $51 million turnaround from a $21 million loss before tax in 2023.

"Profit after tax was $8.8 million compared to a $14.5 million loss after tax in 2023. Seeka's financial results in 2024 include

a $12.5 million one-off non-cash deferred tax charge due to the government’s removal of tax deductibility of depreciation on

buildings.

"Earnings per share, excluding the deferred tax adjustment, was 51 cents, compared with 2023’s loss of 35 cents per share.

"Record profit before tax was achieved during a period of high interest rates and higher debt levels. Seeka is set to benefit

from lower interest rates, having also lowered net debt by $35 million in 2024.

"Seeka’s improved financial position and compliance with long-term banking covenants enabled the Board to resume

dividends, with a 10 cents per share payment to shareholders in January 2025.

"The Board has announced a further 5 cents per share dividend to be paid on 15 April. The dividend reinvestment plan will

apply with a 2% discount to the strike price. This will deliver dividend payments of 15 cents per share from the 2024

financial year.

"Seeka has made targeted investments to optimise capacity from our post-harvest facilities, with automation upgrades that

allow us to pack more fruit using significantly less labour. Capacity was not stretched in 2024, and while it is too early to

make a reliable prediction on 2025 crops, growing conditions have been good and indicative volumes consistent or better

than 2024.

“Seeka delivered results closer to its potential in 2024, with a 10% return on capital employed through tight cost control and

innovation driving efficiencies. As a result, Seeka enters 2025 in a much stronger position. Seeka will provide an update to

shareholders at our Annual Shareholder Meeting on 16 April,” says Franks.

27 February 2025

Company announcement

FULL YEAR RESULTS ANNOUNCEMENT FY24 | SEEKA LIMITED2
Financial performance

The following table outlines Seeka’s performance in FY24.

New Zealand dollarsFY24FY23Change

Total revenue

$ 411.4 m $ 300.9 m 37%

Earnings before interest, tax, depreciation, amortisation and impairments - EBITDA

$ 76.1 m $ 26.0 m 193%

Earnings before interest and tax - EBIT

$ 46.8 m ( $ 4.1 m)1237%

Net profit before tax - NPBT

$ 29.7 m ( $ 21.0 m)242%

Net profit after tax - NPAT

$ 8.8 m ( $ 14.5 m)160%

Net bank debt

$ 137.3 m $ 172.4 m ( 20%)

Basic earnings / (loss) per share

$ 0.21 ( $0.35)160%

Diluted earnings / (loss) per share

$ 0.21 ( $0.35)160%

Basic earnings / (loss) per share - pre deferred tax adjustment

$ 0.51 ( $0.35)-

Net tangible assets per share

$ 5.66 $ 5.71 ( 1%)

This announcement should be read in conjunction with Seeka Limited's 2024 annual report.

A copy of the 2024 annual report can be found on Seeka's website www.seeka.co.nz/reports.

EBITDA

EBITDA before revaluations and impairments is considered by Seeka's Board to be a key measure of performance.

New Zealand dollars ($000s)FY24FY23

Net profit before tax

29,713( 20,988)

Interest expense

12,32712,028

Lease interest expense

4,7764,842

EBIT

46,816( 4,118)

Impairment charges and revaluations

Impairments

7653,465

Loss on revaluation of property, plant and equipment

-294

Depreciation expense

17,09915,520

Lease depreciation expense

11,13910,462

Amortisation of intangible assets

302365

EBITDA before impairments and revaluations

76,12125,988

ENDS

For more information, visit www.seeka.co.nz or please call:

Michael FranksNicola Neilson

Chief executive

+ 64 21 356 516

Chief financial officer

+ 64 21 841 606

---

Analyst Briefing Pack
Audited Results for the year ended 31 December 2024

Agenda
2

6

5

Outlook

4

Operating segments performance

3

Capital management

2

Financials

1

Overview

Delivering on Strategy

Delivering on Strategy
and Overview

Delivering on Seeka’s Strategy
4

Connecting sustainable produce to the world

Delivered operational and financial excellence to our growers

Excellent planning, disciplined execution and quality fruit to the market

Lifted financial performance to our shareholders

Record profit, restarted dividends, managed capex, lowered risk profile, significantly lowered bank debt

Optimised post harvest capacity

Automation delivered efficiency gains

Building revenue streams

Contract packing utilising assets in off-season

Select Excellence

Progressed our aspiration to deliver excellent service, produce and value to our stakeholders

1

2

3

4

5

Overview
Crop yields and volumes rebounded in 2024

43m class 1 kiwifruit trays packed – up 44% I Volume growth benefited core business I Australia kiwifruit volumes up 166%

Record $76m EBITDA

2023 restructure lowered overhead costs I Capacity in place | Tight focus on costs and margins

Excellent operational performance

Low onshore fruit loss I Excellent offshore performance I Competitive orchard gate returns for our growers

Automation

Automation upgrades at Oakside and Seeka Gisborne I Balance of manual and automated packing | Pack more fruit using less labour

Forward focus

Improve profitability I Further reduce debt I Maintain excellent operational performance I Risk adjusted return on capital employed

Harvest 2025

Normal crop numbers of SunGold & Hayward kiwifruit I Australia harvest underway I Infrastructure, systems & personnel ready

1

2

3

4

5

5

6

Financials

1. ROCE excludes $0.4m of other income (FY23 $3.3m). See appendix for ROCE calculation.
These financials should be read in conjunction with Seeka’s Annual Report 2024 and the attached appendix.

Group financial performance

$411.4m Revenue

37% up on $300.9m FY23

$76.1m EBITDA

193% up on $26.0m FY23

$29.7 Net profit before tax

Up from ( $21.0m) loss FY23 – increase of $50.7m

−Guidance range $27.5m ~ $31.5m

$8.8m Net profit after tax

Up from ( $14.5m) loss FY23 – increase of $23.2m

Impacted by removal of tax deductibility on buildings

All results and comparatives consistent with NZ IFRS 16 Leases

7

NZD $millionsFY24FY23

Change

Revenue411.4 300.9

37%

Cost of sales306.5 252.2

22%

Gross profit104.9 48.7

115%

EBITDA76.1 26.0

193%

EBIT46.8 ( 4.1)

1237%

Net profit before tax29.7 ( 21.0)

242%

Net profit8.8 ( 14.5)

160%

Return on capital employed10.0%( 2.0%)

600%

Net tangible asset backing per share$ 5.66 $ 5.71

( 1%)

$43m
$57m

$46m

$26m

$76m

$49m

FY20FY21FY22FY23FY24

EBITDA

Trends in financial performance

8

FY21 EBITDA included a one-off $7.6m benefit

from the Crown’s settlement of a Kiwifruit Claim.

NZ Class 1 kiwifruit trays packed

$7.6m

claim

settlement

$251m

$310m

$348m

$301m

$411m

31.8m

39.2m

42.0m

29.8m

43.0m

FY20FY21FY22FY23FY24

Revenue

$375m

$482m

$548m

$549m

$550m

FY20FY21FY22FY23FY24

Total assets

$16.3m

$23.5m

$7.6m

($21.0)m

$29.7m

$15.2m

$14.9m

$6.5m

($14.5)m

$8.8m

FY20FY21FY22FY23FY24

NPBT & NPAT

NPAT

NPAT impacted by changes in tax deductibility of

depreciation of buildings

- FY20 one-off $5.6m tax benefit

- FY24 one-off $12.5m tax charge

All results and comparatives consistent with NZ IFRS 16 Leases.

Trends in operating segment performance
9

Class 1 kiwifruit trays grownClass 1 kiwifruit trays packedTurnoverThousands of tonnes handled

$1.2m

$5.4m

$5.2m

$4.6m

$1.0m

$6.2m

13.0m

14.4m

17.0m

11.4m

17.3m

FY20FY21FY22FY23FY24

Orcharding EBITDA

$6.2m

gain

on sale

$41.9m

$61.6m

$59.0m

$43.8m

$84.5m

31.8m

39.2m

42.0m

29.8m

43.0m

FY20FY21FY22FY23FY24

Post-harvest EBITDA

$3.0m

$2.3m

$0.8m

$2.6m

$2.6m

$64m

$68m

$54m

$63m

$67m

FY20FY21FY22FY23FY24

SeekaFresh EBITDA

$7.4m

$1.6m

$1.0m

$0.7m

$3.2m

4.4

5.0

4.9

3.3

4.5

FY20FY21FY22FY23FY24

Seeka Australia EBITDA

Capital management

NZD $millionsFY24FY23Change
Current assets - excludes cash & tax assets

Trade and other receivables29.3 32.6

( 10%)

Biological assets - crop25.3 21.8

16%

Assets held for sale3.3 3.2

3%

Inventories and water rights10.3 10.9

( 6%)

Total current assets68.1 68.4

-

Current liabilities - excludes debt

Trade and other payables( 34.8)( 25.3)

38%

Tax (liability) / asset( 3.7)0.4

-

Net working capital29.6 43.5

( 32%)

Non current assets

Property, plant and equipment388.3 387.7

-

Right-of-use lease assets48.4 50.5

( 4%)

Investments in associates and joint

arrangements

8.0 4.6

73%

Derivatives (liability) / asset( 0.3)1.2

( 126%)

Financial assets1.3 1.3

4%

Deferred tax assets5.0 1.8

177%

Intangibles and receivables27.7 27.6

-

Total non current assets478.4 474.8

1%

Capital employed508.0 518.3

( 2%)

All results and comparatives comply with NZ IFRS 16 Leases. Values may not always sum due to rounding.

Balance sheet

$10.3m decrease in capital employed in FY24

No increase in PP&E

−Capacity in place, Capex within depreciation

−Investing to mitigate material damage risk

$3.5m increase in biological assets

−Crop to be harvested FY25

$3.4m increase in investments in associates

−Partnering with iwi to develop and operate orchards

between Ōpōtiki and East Cape

Capital employed 31 December

11

All results and comparatives comply with NZ IFRS 16 Leases. Values may not always sum due to rounding.
Balance sheet

$137.3m net bank debt at December 2024

−$35.1m net repaid since December 2023 – 20% decrease

Syndicated five-bank funding

−Led by Westpac NZ, alongside Westpac Corporation, ASB,

BNZ and Rabobank

−Within all long-term banking covenant ranges

$3.3m of assets held for sale – 13.5 hectare orchard

−Orchard sold with settlement due February 2025

Net bank debt 31 December

12

NZD $millionsFY24FY23

Change

Non current liabilities - excludes debt

Lease liabilities (current and non current )( 62.6)( 64.8)

( 3%)

Deferred tax liability( 41.7)( 21.2)

96%

( 104.3)( 86.0)

21%

Cash( 3.0)( 5.2)

( 43%)

Borrowings140.3 177.6

( 21%)

Net bank debt137.3 172.4

( 20%)

Total equity266.4259.9

2%

Total borrowings137.3172.4

( 20%)

Net bank debt

Less assets held for sale

134.0169.2

( 21%)

EBITDA multiple1.76x 6.51x

EBITDA multiple pre NZ IFRS 16 Leases2.24x 16.37x

1.As required by NZ IAS 33, 1,892,994 shares held by Seeka Trustee Limited for the Grower Loyalty and Employee Share Schemes are excluded from EPS calculations.
If included, the weighted average EPS would be $0.20 (FY23: ( $0.34)).

Earnings per share and dividends

21 cents EPS

1

51 cents EPS – pre $12.5m deferred tax adjustment

15 cents total dividend from FY24

10 cents dividend paid January 2025

5 cents dividend to be paid 15 April 2025

−Record date 20 March 2025

−Fully imputed

−Dividend reinvestment plan will apply with 2% discount

$5.66 net tangible assets per share

13

FY24FY23

Net profit / (loss)$ 8.8 m ( $14.5 m)

160%

Weighted shares on issue 41.6 m 41.6 m

-

Earnings per share

1

$ 0.21 ( $0.35)

160%

Dividends paid January 2025$ 0.10 -

Dividends to be paid April 2025$ 0.05-

Total dividends from financial year$ 0.15-

Net tangible assets $246 m $240 m

3%

Shares at year end 43.5 m 42.0 m

4%

Net tangible assets per share $ 5.66 $ 5.71

( 1%)

Operating segment performance

Orchard operations – led by Barry Penellum
$102.7m Revenue – up 19% on FY23

Increased crop volumes from leased orchards

$6.2m EBITDA – up from $1.0m in FY23

−Improved kiwifruit yields and returns

$7.1m invested in long-term leased land developments

−15 hectares of kiwifruit

−13 hectares of avocado

Co-investing with landowners and funding agencies

−65 hectares under development

−Includes long-term supply commitments

Orchards holding good crop volumes for harvest 2025

Growing kiwifruit, avocado and Kiwiberry in New Zealand

15

NZD $millionsFY24FY23

Change

Revenue102.7 86.5

19%

EBITDA6.2 1.0

548%

EBIT2.8 ( 1.6)

271%

Segment assets86.2 84.8

2%

EBITDA pre NZ IFRS 163.7 ( 1.4)

369%

Crop grown - class 1 trays (millions)

Total kiwifruit trays grown - all varieties17.311.4

52%

SunGold trays (millions)

8.66.3

37%

SunGold yields - average per hectare

13,4649,295

45%

Hayward and other trays (millions)

8.75.1

71%

Hayward yields - average per hectare

11,2246,730

67%

Post harvest operations – led by Paul Crone
$246.6m Revenue – up 35%

−Hayward volumes up 58%

−SunGold volumes up 37%

$84.5m EBITDA – up 93%

−Packhouses and coolstores volumes up

Revenue from handling more fruit

−Contract packing service

−Assets used outside kiwifruit season

Capacity set for 2025

−Network to pack more kiwifruit using less labour

−Risk management with plantroom and switchboard renewal

−Continuing automation upgrades at Oakside and Gisborne

Packing, coolstoring and shipping kiwifruit and avocado for New Zealand orchard owners

16

NZD $millionsFY24FY23

Change

Revenue246.6 182.4

35%

EBITDA84.5 43.8

93%

EBIT65.6 25.1

162%

Segment assets349.6 360.2

( 3%)

EBITDA pre NZ IFRS 1677.2 35.3

119%

Trays packed - class 1 trays (millions)

SunGold27.219.8

37%

Hayward (and other varieties)15.810.0

59%

Total packed43.029.8

44%

SeekaFresh retail services operations – led by Kate Bryant
$30.9m Revenue – up 49% on FY23

−Increase in imported produce

−Increase in kiwifruit and avocado sales

$2.6m EBITDA – in line with FY23

−Lower commission on avocado sales from weaker

pricing

−Better earnings from tropical imports

Growth in tropical fruits import and ripening service,

Kiwiberry, wholesale market and Kiwi Crush

Working with industry partners to rationalise the

avocado supply and marketing system

Marketing Class 2 kiwifruit and avocado, packing Kiwiberry, selling imported fruit, and Kiwi Crush production

17

NZD $millionsFY24FY23

Change

Revenue30.9 20.7

49%

EBITDA2.6 2.6

( 1%)

EBIT1.6 1.5

6%

Segment assets12.7 13.2

( 4%)

EBITDA pre NZ IFRS 161.6 1.6

4%

Australian operations – led by Jon van Popering
$19.2m Revenue – up 85% on FY23

−Kiwifruit volumes up 166%

−Improved kiwifruit crop protection programme

$3.2m EBITDA compared to $0.7m FY23

Good pricing and demand for Australian-grown fruit

$17.2m invested in new orchard developments

−64 hectares of kiwifruit – first crop expected in 2026

−New variety pears and nashi

−Jujube development

Positive outlook

−Nashi and pear harvest underway with good volumes

−Kiwifruit crop protection programme will benefit new developments

Growing, packing and retailing kiwifruit and other Australian produce on owned and leased orchards

18

NZD $millionsFY24FY23

Change

Revenue19.2 10.4

85%

EBITDA3.2 0.7

373%

EBIT0.7 ( 3.1)

123%

Segment assets63.4 51.5

23%

EBITDA pre NZ IFRS 161.0 ( 1.4)

172%

Kiwifruit (tonnes)2,285 859

166%

Nashi (tonnes)1,072 979

10%

Pears (tonnes)1,029 1,403

( 27%)

Other fruit (tonnes)119 69

73%

Total tonnes grown4,505 3,309

36%

Outlook
Indicative kiwifruit volumes consistent or better than 2024

−Normal growing season

−Pre-season grower signups - good

Australian crop looks excellent

−Benefit of new kiwifruit crop programme – delivered better yields in 2024

−Pear volumes harvesting well

Operationally ready

−Labour supply excellent

−Infrastructure set for 50m+ kiwifruit trays

−Health and safety focus

−New machine ordered for Kerikeri

19

Contact
Michael Franks

Chief executive

+64 21 356 516

20

For more information see www.seeka.co.nz or please call

Nicola Neilson

Chief financial officer

+64 21 841 606

Appendix
21

EBITDA
22

EBITDA before revaluations and impairments is considered by Seeka's Board

to be a key measure of performance and reflection of cash flow generation.

NZD $millions

FY24FY23

Net profit / (loss) before tax

29,713( 20,988)

Interest expense

12,32712,028

Lease interest expense

4,7764,842

EBIT

46,816( 4,118)

Impairment charges and revaluations

Loss on revaluation of land and buildings

-294

Impairments

7653,465

Depreciation expense

17,09915,520

Lease depreciation expense

11,13910,462

Amortisation of intangible assets

302365

EBITDA before impairments and revaluations

76,12125,988

1. Lease liability less the right-of-use lease asset. 2. Notes to Seeka’s 2024 financial statements.
ROCE calculation

23

Return on capital employed is calculated as below

NZD $millions

Notes

2

FY24FY23FY22

EBIT46,816( 4,118)19,086

Adjust for non-recurring items

Other income

3

( 446)( 3,270)( 755)

Lease interest expense( 4,776)( 4,842)( 4,289)

Acquisition and restructuring costs

4

123534419

Impairments7653,4651,016

EBIT - operating activities42,482( 8,231)15,477

Capital employed

Shareholder funds266,403259,949270,943

NZ IFRS 16 adjustment

1

13

14,19214,25514,260

Interest-bearing bank debt

17

140,290177,583150,942

Cash( 2,983)( 5,207)( 3,554)

Assets under construction

10

( 907)( 8,690)( 20,916)

Assets classified as held for sale

9

( 3,287)( 3,205)( 6,293)

Total capital employed413,708434,685405,382

Average capital employed424,197420,034376,979

Return on capital employed10.0%( 2.0%)4.1%

seeka.co.nz

---

Results announcement
(for Equity Security issuer/Equity and Debt Security issuer)


Results for announcement to the market

Name of issuer Seeka Limited

Reporting Period 12 months to 31 December 2024

Previous Reporting Period 12 months to 31 December 2023

Currency NZD

Amount (000s) Percentage change

Revenue from continuing

operations

$411,412 36.7%

Total Revenue $411,412 36.7%

Net profit/(loss) from

continuing operations

$8,751 160.5%

Total net profit/(loss) $8,751 160.5%

Interim/Final Dividend

Amount per Quoted Equity

Security

$0.05000000 cash dividend

Imputed amount per Quoted

Equity Security

$0.01944444

Record Date 20 March 2025

Dividend Payment Date 15 April 2025

Current period Prior comparable period

Net tangible assets per

Quoted Equity Security

$5.66 $5.71

A brief explanation of any of

the figures above necessary

to enable the figures to be

understood

Net tangible asset per share is calculated by dividing the

Group’s net assets less goodwill by the total shares on issue at

the end of the period.

Authority for this announcement

Name of person


authorised

to make this announcement

Nicola Neilson

Contact person for this

announcement

Nicola Neilson

Contact phone number +64 21 841 606

Contact email address nicola.neilson@seeka.co.nz

Date of release through MAP


27/02/2025


Audited financial statements accompany this announcement.

---

ANNUAL REPORT
2024

SEEKA LIMITED | ANNUAL REPORT 2024
Contents

Our 2024 Annual Report updates our progess to deliver excellence to stakeholders, and

value for shareholders, as we implement our strategy to be a leader in the sustainable

production and supply of quality fruit to the international and domestic markets.

2 Overview

4 Our operations

4 Seeka's strategy

6 From the Chair and Chief Executive

10 Financial review

13 Group financial performance

14 Orcharding

15 Post-harvest

16 SeekaFresh retail services

17 Australia

18 Greenhouse gas reporting

21 Financial statements

22 Statement of profit or loss

23 Statement of comprehensive income

24 Statement of financial position

25 Statement of changes in equity

26 Statement of cash flows

27 Notes to the financial statements

68 Independent auditor's report

73 Governance

95 Directory

Main contents

The best way to view this online version of Seeka's annual report is with

Adobe Acrobat Reader. To navigate, click the section headers listed

above. You can also click any light blue text for direct links to additional

information. To return to a contents page, click the navigation header at

the top of each page.

ANNUAL REPORT 2024 | SEEKA LIMITED2
Overview

43m trays

of kiwifruit packed in New Zealand

44%

69 tonnes

of kiwifruit donated to NZ Food Hubs

220kW

of additional solar installed at Kerikeri

4505 tonnes

of kiwifruit, nashi and pears grown on Seeka's Australian orchards

36%

Main contents

3SEEKA LIMITED | ANNUAL REPORT 2024
Operating revenue

$411m

37%

EBITDA

$76m

193%

Net profit before tax

$30m

up from $21m loss

Earnings per share - pre deferred tax adjustment

51cents

up from $0.35 loss

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED4
Our operations

Seeka delivers orcharding, post harvest and retail

services to the fresh produce industry. We help grow

highly-nutritious crops and our supply chain links local

orchards to the international markets. We supply the

global marketer Zespri and directly service large-format

retailers in Australia, Asia and New Zealand.

Seeka's strategy

In 2024 we progressed Seeka's strategy to connect the

world with a sustainable supply of quality produce.

Delivered operational excellence to our growers

Harvest management allowed growers to target harvest and

storage premiums, with quality fruit delivered on time and in spec

to the markets.

Lifted financial performance to our shareholders

Seeka generated a record profit, restarted dividend payments,

lowered capital expenditure and significantly lowered bank debt.

Optimised post-harvest capacity

Automation projects at KKP, Oakside and Gisborne lifted site

throughput, and delivered efficiency gains to supplying growers

and Seeka shareholders.

Building revenue streams

As Seeka's core NZ kiwifruit business returned to profitability,

revenue from complementary services continues to grow, including

the packing of persimmon and citrus, banana import and ripening,

and Seeka's wholesale market.

Select Excellence

In 2024 Seeka progressed our aspiration to deliver excellent

service, produce and value to our stakeholders.

Operations calendar

JANFEBMARAPRM AYJUNJULAUGSEPOCTNOVDEC

KIWIBERRY

CITRUS

PERSIMMON

KIWIFRUIT

AVOCADO

AVOCADO

JUJUBE

NASHI AND PEAR

FRESH FRUIT AND VEGETABLES WHOLESALE MARKET

BANANA AND TROPICAL FRUITS IMPORT AND SUPPLY

KIWI CRUSH™ PRODUCTION AND SALE

AVOCADO OIL PRODUCTION AND SALE

PLUMPLUM

AUSTRALIAN KIWIFRUIT

NEW ZEALAND

SEEKAFRESH

AUSTRALIA

Main contents

1,2
3

4,5,6

8,9,10

7

11

12

13

14

5SEEKA LIMITED | ANNUAL REPORT 2024

NZ post-harvest

1. Kerikeri

2. Orangewood

3. Peninsula

4. Aongatete

5. Katikati

6. Work Road

7. Huka Pak

8. Oakside

9. KKP

10. Transpack

11. OPAC

12. Gisborne

Operating facilities

15,16

Australian facilities

15. Kiwi Shed, Bunbartha, Victoria

16. Nashi Shed, Bunbartha, Victoria

NZ SeekaFresh sites

13. SeekaFresh retail services

14. DNFC production centre

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED6
We are pleased to present Seeka Limited's annual report for the year

ended 31 December 2024. Seeka's clear strategy and strong business

unit performance have delivered an excellent service and results to our

growers, and record operating profits for shareholders.

It’s a pleasing turnaround driven by:

–the strategic steps taken to reduce regional risk through diversification,

–improved operational performance,

–close management of costs and capital expenditure, and

–better growing and weather conditions resulting in a significant increase in kiwifruit

volumes and quality.

Seeka’s improved financial position and compliance with long-term banking covenants

enabled the Board to resume dividends, with a 10 cents per share payment to shareholders

in January 2025. The Board has declared a further 5 cents per share dividend to be paid

15 April 2025. This will deliver dividend payments of 15 cents per share from the 2024

financial year.

Seeka enters 2025 in a much stronger financial position and is well positioned for the

future.

Higher volumes drive revenue growth

Seeka’s 2024 revenue of $411.4 million was up 37% on 2023’s $300.9 million.

The $110.5 million increase in revenue reflects higher volumes handled by Seeka’s New

Zealand and Australian operations, with better growing conditions benefitting yields in all

regions. Kiwifruit volumes to Seeka's New Zealand post-harvest operations were up 44%

to 43.0 million class 1 trays (2023 - 29.8 million trays), with Seeka’s Australian kiwifruit

production up 166% to 2.3 million kilograms (2023 – 0.9 million kgs).

With revenues up on higher volumes, all business units contributed to Seeka’s financial

performance.

Delivering the benefits of Seeka's strategy

Seeka’s strategy is to deliver operational excellence and an outstanding service. This

includes resolute attention to cost control and making investments that address risk and

enhance efficiency. The focus has been on fundamental earnings to improve profitability,

reduce debt and lift financial performance. Your Company has resolutely implemented its

strategy.

From the Chair and Chief Executive

Main contents

7SEEKA LIMITED | ANNUAL REPORT 2024
Restructuring in 2023 created a leaner organisation with innovative cost saving

mechanisms.

Prudent financial management together with higher fruit volumes have lifted financial

performance. Profit before tax was up 242% to $29.7 million, which is a $50.7 million

turnaround from a $21.0 million loss before tax in 2023.

Profit after tax was $8.8 million compared to a $14.5 million loss after tax in 2023. Seeka's

financial results in 2024 includes a $12.5 million one-off non-cash deferred tax charge due

to the government’s removal of tax deductibility of depreciation on buildings. Earnings per

share, excluding the deferred tax adjustment, were 51 cents, compared against 2023’s loss

of 35 cents per share.

Record profit before tax was achieved during a period of high interest rates and higher debt

levels. Seeka is set to benefit from lower interest rates, having also lowered net debt by

$35.1 million in 2024.

Seeka has operated with the full support of its banking syndicate and reestablished long-

term covenant ratios. The focus is on prudent debt management and improving facility

utilisation. Capital investment has been held to maintenance levels, with a review of fire

risk at Seeka facilities driving the targeted renewal of core infrastructure to mitigate risk.

Seeka continues to review its asset mix and consider viable opportunities to sell and

leaseback facilities. No major assets were sold in 2024.

Management remains focused on improving profitability and directing cash flow to debt

reduction while sustainably investing in Seeka’s long-term future.

Improved growing conditions

In New Zealand, yields rebounded and total volumes increased. Growing conditions across

all regions were significantly better, although lingering water stress impacted production

from Northland, Coromandel, Gisborne and the Hawke’s Bay. To build resilience, growers in

these regions are switching to rootstocks that perform better in wet conditions.

While some wind damage occurred near Katikati, in the Te Puke, Ōpōtiki and wider Bay of

Plenty region, where Seeka sources about 85% of its kiwifruit, growing conditions were far

better than the prior two seasons and yields were excellent.

Seeka’s Australian operations also benefited from better growing conditions and a new

kiwifruit crop protection programme that enhances production in a Psa environment. Seeka

Australia produced 2.3 million kilograms of kiwifruit, up 166% on the prior year. The much

improved crop protection programme will benefit new orchards that are scheduled to start

producing in 2026.

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED8
Operational excellence

All aspects of Seeka's operations performed well. The detailed and disciplined planning

process together with a full labour supply and quality fruit from our growers, ensured all

fruit was packed and stored in an efficient and timely manner.

Labour supply constraints have eased with the industry benefitting from an increased

supply of workers for growing, harvesting and post-harvest operations. For the first time in

five years, post-harvest shifts were fully staffed across all regions.

The KKP automated packing machine, in its second full season of operation, continued

to deliver incremental performance improvements. Our mix of automated and manual

packlines gives Seeka the flexibility to efficiently handle variable fruit quality. Quality lines

with low rejects can be quickly and efficiently processed on Seeka’s highly automated

packing machines, while orchards with compromised fruit can be cared for with manual

grading. This mix of packing technology allowed Seeka to provide a timely harvest to

all supplying growers including those that had to contend with challenging growing

conditions.

Seeka’s continuing focus on quality has once again delivered low onshore fruit loss and

excellent offshore quality in 2024.

Capacity

Capacity was not stretched in 2024, positioning Seeka well for future volume increases.

Forward capacity planning remains key, and Seeka is carefully planning and navigating for

future crop in all growing regions.

Significant investments have been made in capacity and automation, with upgrades at

both Oakside and Seeka Gisborne enhancing capacity and throughput. Seeka continues to

invest in automation that delivers rewarding financial benefits.

In 2025 a new highly-automated packing machine will be commissioned in Kerikeri

in preparation for the 2026 season. Incorporating new technology and innovations,

the packline with be the most advanced and efficient in Seeka’s portfolio. The Kerikeri

investment will ensure Seeka has the capacity to handle Northland’s forecast volume

growth.

Seeka has invested in quality accommodation for seasonal workers, with Seeka’s Turanga

Whetu (“Star Base”) accommodation facility in Katikati, which opened in 2023, being

marketed for sale and leaseback. Current offers to purchase this facility are below

expectations.

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9SEEKA LIMITED | ANNUAL REPORT 2024
Dividends

The Board declared a 10 cents per share dividend, which was paid to shareholders on

20 January 2025. The dividend was fully imputed and the dividend reinvestment plan

applied.

Following the finalisation of record net profit before tax, the Board has approved a further

dividend of 5 cents per share, bringing the total dividends related to 2024 to 15 cents per

share. The final dividend for 2024 will be paid on 15 April 2025.

Director changes

Ashley Waugh resigned from the Board on 31 December 2024, having been a director

since 2014. Ashley has chaired the Audit and Risk Committee and was involved with

Seeka’s growth including acquisitions of Aongatete, OPAC, New Zealand Fruits and

Orangewood.

Two new directors have been appointed; Mark Dewdney on 1 December 2024 and Hayley

Gourley on 1 January 2025.

Our thanks to Ashley for his service and a warm welcome to Mark and Hayley.

Forward focus

Seeka has been through an extended period of challenges, with last year’s low volumes,

in particular, impacting profitability. We have successfully managed these challenges and

come out stronger, with 2024’s record kiwifruit crop of 43 million class 1 trays restoring

profitability, and confirming the previous growth strategy through record profits at both

a company level and per share. The business has repaid debt, restored the dividend and

ended the year in a resilient position.

While it is too early to make a reliable prediction on 2025 crops, growing conditions have

been good and indicative volumes consistent or better than 2024. Having delivered a solid

operational performance, and achieved a high rate of pre-season grower signups, Seeka

enters 2025 in a good position.

Your Company and its people have worked hard to deliver an important turnaround in

results. We remain focused and committed to continuing improvements.

We thank our people, stakeholders and growers for their hard work and continuing

support.

Fred Hutchings Michael Franks

Chair Chief executive

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED10
The profitability of Seeka's post-harvest and orcharding operations benefited from

improved kiwifruit volumes in 2024. Following two challenging growing seasons,

New Zealand kiwifruit production grew by 44%, aided by the rebound in yields and

a 5% increase in harvest area as more orchards enter production.

Financial review

Net profit after tax

Seeka recorded net profit after tax of $8.8 million compared

to a loss of $14.5 million loss in the previous year. The profit

after tax was impacted by a one-off non-cash $12.5 million

deferred tax charge from the legislated removal of tax

deductibility of building depreciation. Normalised net profit

excluding this one-off charge would have been $21.2 million,

a $35.7 million increase on 2023.

Gross profit was up 115% to $104.9 million, driven by

volumes, operational efficiencies, and prudent financial

management. The result includes $0.8 million of non-cash

impairments and $17.1 million in finance expenses reflecting

high interest rates on borrowings at the start of 2024.

Revenue

Total Group revenue of $411.4 million was up 37% on 2023.

New Zealand post-harvest revenue was 35% up to $246.6

million as packing and coolstorage revenues benefited from

a 44% lift in kiwifruit volumes.

Higher yields also benefited orcharding operations, with

revenue up 19% to $102.7 million, aided by a substantial lift

in fruit volumes. Orchard gate returns generated by Seeka's

portfolio of leased kiwifruit orchards was up 47% on better

yields.

SeekaFresh also reported higher revenues, with a strong

performance of the imported fruits and fresh market

programmes contributing to a 49% lift in revenues to $30.9

million. Seeka Australia revenue of $19.2 million was up 85%

on 2023, with fruit volumes up 36%.

Operating expenses and operating cash flow

Total Group expenses of $382.2 million were up 17% on

2023, driven by labour and components costs required to

handle the larger crop. Total expenses per tray handled,

however, was down 1 9%, as investments in post-harvest

automation delivered efficiencies from handling more

product.

251.5

309.6

348.4

300.9

411.4

Group revenue

NZD Millions

FY20FY21FY22FY23FY24

42.9

56.8

46.1

26.0

76.1

Group EBITDA

1

NZD Millions

FY20FY21FY22FY23FY24

Group net profit / (loss) after tax

NZD Millions

15.2

9.6

2

14.9

6.5

21.2

3

(14.5)

8.8

FY20FY21FY22FY23FY24

1. EBITDA is earnings before interest, tax, depreciation, amortisation, impairments and revaluations.

2. Normalised net profit FY20, excluding one-off non-cash $5.6 million deferred tax benefit.

3. Normalised net profit FY24, excluding one-off non-cash $12.5 million deferred tax charge.

Main contents

11SEEKA LIMITED | ANNUAL REPORT 2024
176

246

271

260

266

Net assets

NZD Millions

FY20FY21FY22FY23FY24

78

101

147

172

137

Net debt, 31 December

NZD Millions

FY20FY21FY22FY23FY24

375

482

548549

550

Total assets

NZD Millions

FY20FY21FY22FY23FY24

Cost savings from captive insurance structure

Seeka’s captive insurance structure, Seeka Risk

Management Limited, delivered significant cost savings

from material damage and business interruption insurance

in 2024. As a fully-owned Seeka subsidiary, Seeka Risk

Management Limited provides the Group with direct access

to the international insurance markets, lowering insurance

premiums and avoiding inflationary increases.

Balance sheet

Total assets remained stable at $549.9 million, with $388.3

million invested in property, plant and equipment. Following

a sustained period of investment, Seeka has a post-harvest

infrastructure capable of handling more than 50 million trays

of kiwifruit. This is forecast to efficiently handle short-term

growth from our supplying growers.

The Group focused on lifting asset utilisation and holding

capital investment to maintenance levels. Investments were

made in key infrastructure to mitigate material damage

risk. This included renewing plant rooms, and installing fire

detection and suppressant systems, and stand-apart forklift

charging facilities.

Total assets include $48.4 million of right-of-use assets,

comprised of $26.7 million of land and building, $16.5

million of orchard leases and $5.2 million of equipment and

vehicles.

Net debt fell $35.1 million to $137.3 million. At 31 December

2024, Seeka had $61.1 million of available headroom from

the syndicated banking facility, compared to $23.2 million at

the start of 2024.

Net assets were up $6.5 million to $266.4 million.


Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED12
Main contents

13SEEKA LIMITED | ANNUAL REPORT 2024
Group financial performance

Key indicators

New Zealand dollarsFY24FY23Change

Total revenue

$ 411.4m$ 300.9m37%

EBITDA before impairments and revaluations

$ 76.1m$ 26.0m193%

Depreciation expense

$ 17.1m$ 15.5m10%

Lease depreciation expense

$ 11.1m$ 10.5m6%

Impairments, revaluations and amortisation of intangibles

$ 1.1m$ 4.1m( 74%)

EBIT

$ 46.8m( $4.1m)1,237%

Interest expense

$ 12.3m$ 12.0m2%

Lease interest expense

$ 4.8m$ 4.8m( 1%)

Net profit before tax

$ 29.7m( $21.0m)242%

Income tax charge

$ 9.1m( $8.3m)210%

Deferred tax charge

( $0.6m)$ 1.7m( 136%)

Deferred tax adjustment FY24

$ 12.5m-

Net profit attributable to equity holders

$ 8.8m( $14.5m)160%

Basic earnings per share

$0.21( $0.35)160%

Basic earnings per share - pre deferred tax adjustment FY24

$0.51( $0.35)246%

Dividends per share paid / payable from the financial year

1

$0.15--

Cash flow from operating activities

$ 66.0m$ 2.7m2,372%

Total assets

$ 549.9m$ 548.8m-

Property plant and equipment

$ 388.3m$ 387.7m-

Net assets

$ 266.4m$ 259.9m2%

Net bank debt

$ 137.3m$ 172.4m( 20%)

1. $0.10 paid 20 January 2025, $0.05 to be paid 15 April 2025.

Values may not always sum due to rounding.

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED14
Seeka's orcharding operations grew 40% of the crop handled by

post-harvest in 2024. Production increased to 17.3 million class

1 trays of kiwifruit, up 52% on 2023's 11.4 million trays. Hayward

averaged 11,224 trays per hectare, up 67% on 2023, with SunGold

up 45% to 13,464 trays per hectare.

Seeka's managed portfolio of orchards produced 12.7 million trays of kiwifruit,

with the leased portfolio producing 4.6 million trays, up from 2.7 million in 2023.

Revenue per hectare was up 19% from better production.

Seeka also grew 1,780 tonnes of avocado (2023: 1,900 tonnes) and 169 tonnes of

Kiwiberry (2022: 163 tonnes), on orchards which it either owned or managed.

2024 orchard operations revenue of $102.7 million was up $16.1 million, driven by

the rebound in yields. Higher revenues delivered a $5.2 million increase in EBITDA

to $6.2 million, up on 2023's $1.0 million.

Seeka continues to co-invest alongside landowners and funding agencies to

develop high-value orchards, with 65 hectares currently under development with

long-term supply commitments. Seeka has also directly invested $7.1 million to

develop 15 hectares of kiwifruit and 13 hectares of avocado on long-term leased

land. Fruit volumes and the profitability of Seeka's orcharding operations are

expected to increase as these orchards reach full production.

Orcharding

Led by GM Orchards, Barry Penellum

Orchard operations span from Northland through the Coromandel, Bay of Plenty, Ōpōtiki and Te Kaha. Orchard operations

include all aspects of growing and harvesting kiwifruit, avocado and Kiwiberry on leased, long term leased, and Seeka-owned

orchards. The orcharding business provides comprehensive orchard and vine management services to owners together with

contract work on an as-required basis. The business develops orchards for landowners on contract or under long term leases

and in partnership with iwi.

FY20FY21FY22FY23FY24FY20FY21FY22FY23FY24

13.0

5.4

14.4

1 7. 0

11.4

1 7. 3

5.2

4.6

1.0

6.2

Kiwifruit grown

Millions of Class 1 kiwifruit trays

Orchard EBITDA

NZD Millions

$

102.7m

REVENUE

Up 19% on FY23

25

%

of Group revenue

Main revenue streams

Leased and long term leased

orchards: costs plus profit share

Managed orchards: costs plus

management fees

$

86.2m

ASSETS

Up 2% on FY23

16

%

of Group assets

Main assets

Leased orchards: growing crops

Long-term leased orchards:

developing orchards and growing

crops

Main contents

15SEEKA LIMITED | ANNUAL REPORT 2024
$

349.6m

ASSETS

Down 3% on FY23

64

%

of Group assets

Main assets

12 packing facilities with

16 graders

Coolstores

Post-harvest

Led by GM Post-harvest, Paul Crone

Post-harvest operates twelve packhouse facilities along with a network of coolstores. These packhouse facilities pack, cool

and dispatch all produce from our orcharding operations and from our independent growers along with packing citrus and

persimmons on contract for external marketers.

Post-harvest packed 43.0 million class 1 trays of kiwifruit, up from 29.8

million trays in 2023, with Hayward volumes up 58% and SunGold up

37%. Post-harvest also packed avocado, citrus and persimmon.

Seeka’s kiwifruit packing operations started early so growers could access early-

harvest premiums. Fruit was moved between packhouses to optimise grower

returns and deliver machine and labour efficiency.

Kiwifruit inventory performance was excellent across all Seeka sites, with high-

quality, in-spec fruit delivered to the marketer Zespri.

New data visualisation technology was introduced across Seeka facilities, providing

decision-makers with real-time information, with growers able to follow their fruit's

performance in New Zealand and offshore via the Seeka app.

Avocado volumes improved on the prior season with better fruit quality plus

contract packing for third parties. Seeka continues to work with industry partners to

rationalise the avocado supply chain service.

Seeka also packed 14.0 million kilograms of citrus and 1.5 million kilograms of

persimmon on contract for third party marketers. Contract packing volumes and

revenue continue to grow, and improve asset utilisation in Northland and Gisborne.

Post-harvest revenue of $246.6 million was up 35% from last season (2023:

$182.4m) from the large increase in volumes. EBITDA was $84.5 million compared

to $43.8 million in 2023, as Seeka realised the efficiency gains from the highly-

automated facilities.

Targeted investments to optimise capacity from Seeka's post-harvest facilities,

including automation upgrades at Seeka Gisborne and Oakside, has Seeka well

positioned to handle 2025 kiwifruit volumes, with the network and capacity to pack

more fruit using significantly less labour.

FY20FY21FY22FY23FY24FY20FY21FY22FY23FY24

31.8

41.9

39.2

42.0

29.8

43.0

61.6

59.0

43.8

84.5

Kiwifruit packed

Millions of Class 1 kiwifruit trays

Post-harvest EBITDA

NZD Millions

$

246.6m

REVENUE

Up 35% on FY23

60

%

of Group revenue

Main revenue streams

Grading and packing service fee per

unit handled

Coolstorage and loadout fees

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED16
Turnover was up 7% to $67.5 million. This flowed through to a 49%

increase in revenue to $30.9 million, supported by returns from

imported produce and SeekaFresh's wholesale market.

EBITDA of $2.6 million was in line with 2023, as weak export pricing contributed to

a challenging season for New Zealand avocado growers, and lowered SeekaFresh's

commission on avocado sales. This was balanced by stronger earnings from

SeekaFresh's tropical imports operations.

The extension of Seeka's operations into retailing continues to add valuable

revenue streams and Seeka is building volumes and momentum in this component

of our business; connecting produce to the market.

Seeka is working with industry partners to rationalise the supply chain and

marketing functions, and generate better returns while delivering optimum prices

to growers. Returns for Kiwiberry growers remain high.

SeekaFresh includes the production and sale of Kiwi Crush™ and avocado oil

from otherwise unmarketable fruit. Both initiatives contributed to Group earnings,

returned value to supplying growers, and further lifted the sustainability of supply

chain operations.

SeekaFresh retail services

Led by GM Grower Relations, Kate Bryant

SeekaFresh retail services includes the supply, export and sale of avocado, Kiwiberry and Class 2 New Zealand kiwifruit, sale

of New Zealand kiwifruit through collaborative programmes, operation of the New Zealand wholesale marketing business

including imported tropical fruits, and the manufacture and sale of Kiwi Crush™ and avocado oil.

63.9

3.068.0

54.4

62.8

67. 5

2.3

0.8

2.62.6

SeekaFresh retail services turnover

NZD Millions

SeekaFresh retail services EBITDA

NZD Millions

FY20FY21FY22FY23FY24FY20FY21FY22FY23FY24

$

30.9m

REVENUE

Up 49% on FY23

8

%

of Group revenue

Main revenue streams

Sales commission

Service fee for imported fruit

Processing fees

$

12.7m

ASSETS

Down 4% on FY23

2

%

of Group assets

Main assets

Auckland service facility

Te Puke processing facility

Main contents

17SEEKA LIMITED | ANNUAL REPORT 2024
$

63.4m

ASSETS

Up 23% on FY23

12

%

of Group assets

Main assets

162 hectares of owned orchards

105 hectares of kiwifruit and 21

hectares of jujube, nashi and pears

on long-term leased orchards

Two packhouse and coolstores

Australia

Led by GM Australian Operations, Jonathan van Popering

Seeka Australia Pty Limited, a 100% Seeka-owned company, leases and operates kiwifruit orchards, and owns and operates

nashi and pear orchards along with associated post-harvest facilities in Victoria, directly marketing Seeka’s Australian produce

domestically and to export customers.

Seeka Australia grew and sold 4,505 tonnes of fresh fruit in 2024,

up 36% on 2023 as yields rebounded on better growing conditions.

Kiwifruit volumes were up 166% and nashi up 10%, while pear

production was down 27% from seasonal growing conditions.

The kiwifruit volume uplift follows a new crop protection programme implemented

by Seeka to improve yields. Seeka’s crop handling innovations and new

products have delivered good results. Innovations continue with new varieties in

development that will bring new products to the market.

Higher volumes flowed through to an 85% increase in revenue to $19.2 million, and

an EBITDA of $3.2 million.

Seeka is forecasting strong growth in its Australian business, with $17.2 million

invested in new orchard developments, including 64 hectares of kiwifruit, new pear

varieties, and an expansion of jujube plantings.

Seeka has established strong market demand for Seeka-branded produce in

Australia, and is selectively exporting to Asia where it returns value. The new

plantings and varieties are poised to deliver significant growth.

4.4

5.0

4.9

3.3

4.5

7. 4

1

1.6

1.0

0.7

3.2

Seeka Australia volumes handled

Thousands of tonnes handled

Seeka Australia EBITDA

NZD Millions

FY20FY21FY22FY23FY24FY20FY21FY22FY23FY24

1. FY20 EBITDA included a $6.2m gain on the sale and leaseback of 199 hectares of orchards.

$

19.2m

REVENUE

Up 85% on FY23

5

%

of Group revenue

Main revenue streams

Kiwifruit, nashi, pear, and jujube

fruit sales

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED18
Greenhouse gas reporting

Seeka is committed to reducing its emissions and the

environmental footprint of growing, handling and connecting

the world to quality fresh fruit. Seeka has transparently

reported its carbon footprint since 2019 and has set

meaningful targets to reduce emissions.

Seeka's approach to its environmental footprint is to prevent carbon

emissions, then to reduce, and offset as a last resort.

No carbon offsets were purchased between 2019 and 2024.

2024 performance

A 44% increase in kiwifruit volumes increased Seeka’s emissions in 2024.

More fruit had to be cooled, and stored for a longer period, increasing

electricity consumption and refrigerant loss. Seeka is progressively

improving coolstore efficiency and improving refrigerant use across its

facilities to reduce coolstore-related emissions.

A challenging avocado season increased category 3 emissions with

avocado air freighted to access new markets and improve grower returns.

Seeka is working to minimise transport emissions from the orchard to the

markets, while supporting sustainable fruit production.

Annual CO2e footprint

Absolute carbon footprint in tonnes CO2e



19,220

19,864

22,839

17,987

26,682

Category20202021202220232024Emissions

1

3,8033,9004,4655,6856,060

Direct emissions controlled by Seeka

2

3,6964,4875,7082,8923,626

Indirect emissions from purchased electricity

3

4,4523,9874,6184,48711,128

Indirect transport emissions from Seeka's supply chain

4

7,2697,4908,0484,9235,868

Other indirect emissions from Seeka's supply chain

Total

19,22019,86422,83917,98726,682

Seeka's main

category 1 emissions

Refrigerants

Leaks from coolstore

equipment

Fossil fuels

Burnt by Seeka's

transport fleet

Fertilisers

Applied to Seeka long-

term leased and owned

orchards

Seeka's main

category 2 emissions

Electricity

Powering Seeka's

packhouses and

coolstores

Seeka's main

category 3 & 4

emissions

Fossil fuels

Burnt during the

inbound transport of

fruit to Seeka facilities,

the outbound transport

to the markets, and

employee air travel

Main contents

19SEEKA LIMITED | ANNUAL REPORT 2024
Climate-related risks and opportunities

Seeka is committed to growing sustainable futures for our employees, growers, communities, and shareholders. Addressing climate

change and creating appropriate mitigation and adaptation strategies are core to enabling a sustainable future.

Seeka's climate disclosures provide insights into potential risks and opportunities, and how Seeka is building resilience in a changing

environment. The disclosures comply with the External Reporting Board’s (XRB’s) Climate-related Disclosures (NZ CS 1-3).

See www.seeka.co.nz/climate-change for details.

Seeka is committed to reducing its emissions and the

environmental footprint of growing, handling and connecting

the world to quality fresh fruit. Seeka has transparently

reported its carbon footprint since 2019 and has set

meaningful targets to reduce emissions.

Seeka's approach to its environmental footprint is to prevent carbon

emissions, then to reduce, and offset as a last resort.

No carbon offsets were purchased between 2019 and 2024.

2024 performance

A 44% increase in kiwifruit volumes increased Seeka’s emissions in 2024.

More fruit had to be cooled, and stored for a longer period, increasing

electricity consumption and refrigerant loss. Seeka is progressively

improving coolstore efficiency and improving refrigerant use across its

facilities to reduce coolstore-related emissions.

A challenging avocado season increased category 3 emissions with

avocado air freighted to access new markets and improve grower returns.

Seeka is working to minimise transport emissions from the orchard to the

markets, while supporting sustainable fruit production.

Annual CO2e footprint

Absolute carbon footprint in tonnes CO2e



19,220

19,864

22,839

17,987

26,682

Category20202021202220232024Emissions

1

3,8033,9004,4655,6856,060

Direct emissions controlled by Seeka

2

3,6964,4875,7082,8923,626

Indirect emissions from purchased electricity

3

4,4523,9874,6184,48711,128

Indirect transport emissions from Seeka's supply chain

4

7,2697,4908,0484,9235,868

Other indirect emissions from Seeka's supply chain

Total

19,22019,86422,83917,98726,682

Emissions intensity

Alongside a commitment to reduce absolute

emissions, Seeka also monitors emission

intensity to better understand performance.

In 2024, alongside the large increase in volumes,

there was an increase in emissions intensity.

Seeka continues to progress projects that reduce

emissions and will provide a detailed update in

the annual June Sustainability Report.

76.4

64.2

65.6

59.8

64.7

20202021202220232024

Emissions intensity

on Group revenue

Tonnes CO2e per $1,000,000 of revenue

251

310

348

301

411

Group revenue NZD Millions

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ANNUAL REPORT 2024 | SEEKA LIMITED20
Main contents

21SEEKA LIMITED | ANNUAL REPORT 2024
22 Statement of profit or loss

23 Statement of comprehensive income

24 Statement of financial position

25 Statement of changes in equity

26 Statement of cash flows

27 Notes to the financial statements

Financial statements

Main contents

ANNUAL REPORT 2024 | SEEKA LIMITED22
Statement of profit or loss

For the year ended 31 December 2024

The accompanying notes form an integral part of these financial statements

New Zealand dollarsNotes

2024

$000s

2023

$000s

Revenue

3

411,412 300,920

Cost of sales

4

306,485 252,194

Gross profit

104,927 48,726

Other income

3

446 3,270

Share of profit of associates

23

71 282

Other costs

4

29,323 26,290

Earnings (EBITDA)

1

76,121 25,988

Depreciation expense

10

17,099 15,520

Lease depreciation expense

13

11,139 10,462

Impairments

4

765 3,465

Loss on revaluation of property, plant and equipment

10

- 294

Amortisation of intangible assets

11

302 365

Earnings / (loss) (EBIT)

2

46,816 ( 4,118)

Interest expense

12,327 12,028

Lease interest expense

13

4,776 4,842

Net profit / (loss) before tax

29,713 ( 20,988)

Income tax charge / (benefit)

6

9,090( 8,264)

Deferred tax (benefit) / charge

7

( 624) 1,742

Tax charge of removal of tax on buildings

7

12,496 -

Total tax charge / (benefit)


20,962( 6,522)

Net profit / (loss) attributable to equity holders

8,751 ( 14,466)

Earnings per share for profit attributable to the ordinary

equity holders of the company during the year

Basic earnings / (loss) per share

19

$ 0.21( $ 0.35)

Diluted earnings / (loss) per share

19

$ 0.21( $ 0.35)

Earnings / (loss) per share - pre $12.5m deferred tax adjustment 2024


$ 0.51( $ 0.35)

1. EBITDA, a non-GAAP measure, is earnings before interest, tax, depreciation, amortisation, impairments and revaluations, see note 1.

2. EBIT, a non-GAAP measure, is earnings before interest and tax, see note 1.

Financial contents

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23SEEKA LIMITED | ANNUAL REPORT 2024
Statement of comprehensive income

For the year ended 31 December 2024

New Zealand dollarsNotes

2024

$000s

2023

$000s

Net profit / (loss) for the year

8,751( 14,466)

Items that will not be reclassified to profit or loss, net of tax

Gain on revaluation of land and buildings

10

2,708 7,466

Realisation of permanent gain on sale

10

26-

(Loss) on revaluation of water shares

11

- ( 2,756)

Total items that will not be reclassified to profit or loss

2,734 4,710

Items that may be reclassified subsequently to profit or loss, net of tax

Movement in cash flow hedge reserve

20

( 1,133) ( 1,576)

Movement in foreign currency translation reserve

20

( 173) 3

Movement in foreign currency revaluation reserve

20

508 216

Total items that may be reclassified subsequently to profit or loss

( 798) ( 1,357)

Total net profit / (loss) for the year attributable to equity holders

10,687( 11,113)

The accompanying notes form an integral part of these financial statements

Main contents

Financial contents

ANNUAL REPORT 2024 | SEEKA LIMITED24
Statement of financial position

As at 31 December 2024

New Zealand dollarsNotes

2024

$000s

2023

$000s

Equity

Share capital

18

162,900 162,865

Reserves

20

60,849 58,790

Retained earnings

20

42,654 38,294

Total equity

266,403 259,949

Current assets

Cash and cash equivalents

2,983 5,207

Trade and other receivables

14

29,329 32,604

Biological assets - crop

12

25,254 21,766

Inventories

15

10,272 10,640

Irrigation water rights

- 231

Assets classified as held for sale

9

3,287 3,205

Tax assets

6

- 369

Total current assets

71,125 74,022

Non current assets

Trade and other receivables

14

3,572 3,367

Property, plant and equipment

10

388,312 387,710

Intangible assets

11

24,080 24,239

Right-of-use lease assets

13

48,376 50,507

Investment in associates and joint arrangements

23

8,048 4,639

Derivative financial instruments

29

- 1,249

Investment in financial assets

22

1,310 1,261

Deferred tax assets

7

5,039 1,817

Total non current assets

478,737 474,789

Total assets

549,862 548,811

Current liabilities

Trade and other payables

16

34,829 25,278

Tax liabilities

6

3,739 -

Lease liabilities

13

10,213 9,941

Interest bearing liabilities

17

11,621 49,291

Total current liabilities

60,402 84,510

Non current liabilities

Interest bearing liabilities

17

128,669 128,292

Lease liabilities

13

52,355 54,821

Derivative financial instruments

29

325 -

Deferred tax liabilities

7

41,708 21,239

Total non current liabilities

223,057 204,352

Total liabilities

283,459 288,862

Net assets

266,403 259,949

The accompanying notes form an integral part of these financial statements

On behalf of the Board.

F Hutchings S Cresswell

Chair Director Dated: 27 February 2025

Financial contents

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25SEEKA LIMITED | ANNUAL REPORT 2024
Statement of changes in equity

For the year ended 31 December 2024

New Zealand dollarsNotes

Share

capital

$000s

Cash

flow hedge

reserve

$000s

Foreign

currency

revaluation

reserve

$000s

Foreign

currency

translation

reserve

$000s

Share

reserve

$000s

Water

share

revaluation

reserve

$000s

Land and

buildings

revaluation

reserve

$000s

Retained

earnings

$000s

Total

$000s

2024

Equity at 1 January 2024

162,865 900 214 ( 158) - - 57,834 38,294 259,949

Net profit

- - - - - - - 8,751 8,751

Foreign exchange movement

- - 508 ( 173) - - - - 335

Other comprehensive income / (loss)

- ( 1,133) - - - - 2,708 26 1,601

Total comprehensive income / (loss)

- ( 1,133) 508 ( 173) - - 2,708 8,777 10,687

Transactions with owners

Employee share scheme receipts

18

35 - - - - - - - 35

Movement in employee share

entitlement reserve

20

- - - - 49 - - - 49

Movement in grower share

entitlement reserve

20

- - - - 100 - - - 100

Dividends declared

21

- - - - - - - ( 4,417) ( 4,417)

Total transactions with owners

35 - - - 149 - - ( 4,417) ( 4,233)

Equity at 31 December 2024

162,900 ( 233) 722 ( 331) 149 - 60,542 42,654 266,403

2023

Equity at 1 January 2023

162,746 2,476 ( 2) ( 161) - 2,756 50,368 52,760 270,943

Net (loss)

- - - - - - - ( 14,466) ( 14,466)

Foreign exchange movement

- - 216 3 - - - - 219

Other comprehensive (loss) / income

- ( 1,576) - - - ( 2,756) 7,466 - 3,134

Total comprehensive (loss) / income

- ( 1,576) 216 3 - ( 2,756) 7,466 ( 14,466) ( 11,113)

Transactions with owners

Employee share scheme receipts

18

119 - - - - - - - 119

Total transactions with owners

119 - - - - - - - 119

Equity at 31 December 2023

162,865 900 214 ( 158) - - 57,834 38,294 259,949

The accompanying notes form an integral part of these financial statements

Main contents

Financial contents

ANNUAL REPORT 2024 | SEEKA LIMITED26
Statement of cash flows

For the year ended 31 December 2024

New Zealand dollarsNotes

2024

$000s

2023

$000s

Operating activities

Cash was provided from:

Receipts from customers

414,280 304,715

Interest and dividends received

163 44

Insurance proceeds

1 1,002

Cash was disbursed to:

Payments to suppliers and employees

( 331,839) ( 287,264)

Interest paid

( 11,773) ( 12,847)

Lease interest paid

( 4,776) ( 4,842)

Income taxes (paid) / refunded

( 19) 1,863

Net cash inflows from operating activities

5

66,037 2,671

Investing activities

Cash was provided from:

Sale of property, plant and equipment

10

464 460

Distributions and share buy backs from investments

74 475

Proceeds from sale of assets classified as held for sale

9

- 5,266

Repayment of grower or grower entity advances

33,604 22,462

Cash was applied to:

Purchase of property, plant, equipment and intangibles

( 12,917) ( 16,574)

Development of bearer plants

( 5,379) ( 6,162)

Acquisition of associate

23

( 1,412) ( 100)

Advances to growers or grower entities

( 33,604) ( 22,462)

Net cash flows (used in) investing activities

( 19,170) ( 16,635)

Financing activities

Cash was provided from:

Proceeds of non-current bank borrowings

17

30,000 38,000

Proceeds of current bank borrowings

17

78,036 119,919

Proceeds from employee and grower loyalty share schemes

18

35 119

Cash was applied to:

Principal lease payments

13

( 11,406) ( 10,814)

Repayment of non-current bank borrowings

17

( 30,000) ( 38,000)

Repayment of current bank borrowings

17

( 115,870) ( 93,445)

Net cash (outflow) / inflow from financing activities

( 49,205) 15,779

Net (decrease) / increase in cash and cash equivalents

( 2,338) 1,815

Effect of foreign exchange rates

114 ( 162)

Opening cash and cash equivalents

5,207 3,554

Closing cash and cash equivalents

2,983 5,207

The accompanying notes form an integral part of these financial statements

Financial contents

Main contents

27SEEKA LIMITED | ANNUAL REPORT 2024
Notes to the financial statements

For the year ended 31 December 2024

This section contains the notes to the consolidated financial statements (financial statements) for Seeka Limited, its

subsidiaries and associates (the Group). To give stakeholders a clear insight into how Seeka organises its business, the note

disclosures are grouped into seven sections.

NoteDetailsPage

Basis of preparation 28

Accounting policies that apply to Seeka's full set of financial statements

Performance 30

Where Seeka generates its revenues and their associated operating costs

1. Segment information 30

2. Turnover 32

3. Revenue and other income 32

4. Cost of sales and operating expenses 34

5. Reconciliation of net operating surplus after taxation with cash flows from operating activities 35

6. Income tax expense 36

7. Deferred tax 37

8. Events occurring after balance date 37

Assets 38

How Seeka allocates resources across its operations

9. Assets classified as held for sale 38

10. Property, plant and equipment 39

11. Intangible assets 41

12. Biological assets - crop 44

13. Right-of-use lease assets and lease liabilities 45

Working capital 47

How Seeka manages its operating cash flow

14. Trade and other receivables 47

15. Inventories 47

16. Trade and other payables 48

Funding 49

How Seeka organises its capital structure

17. Interest bearing liabilities 49

18. Share capital 50

19. Earnings and net tangible assets per share 52

20. Retained earnings and reserves 52

21. Dividends 54

Investments 55

How Seeka manages its investments in shares, subsidiaries, associates and joint arrangements

22. Investment in financial assets 55

23. Investment in associates and joint arrangements 55

Other notes 58

All other note disclosures

24. Contingencies 58

25. Commitments 58

26. Related party transactions 58

27. Risk management 60

28. Determination of fair values of financial and non-financial assets and liabilities 63

29. Derivative financial instruments 65

30. Financial instruments summary 66

Main contents

Financial contents

ANNUAL REPORT 2024 | SEEKA LIMITED28
Reporting entity and statutory base

The financial statements presented are those of the consolidated

Seeka group. Seeka Limited is referred to as Seeka Limited or the

Company. The group, which is the Company and all subsidiaries

controlled by Seeka Limited, is referred to as the Group, Seeka, or

Seeka Group.

Seeka Limited is a profit-orientated company registered in New

Zealand under the Companies Act 1993 and a Financial Markets

Conduct Reporting Entity for the purposes of the Financial Markets

Conduct Act 2013. Seeka Limited is listed and its ordinary shares are

quoted on the NZX main board equity security market (NZX Main

Board).

Nature of operations

Seeka is a produce business operating in New Zealand and Australia.

In New Zealand the Group provides orchard management, orchard

leasing, post-harvest and retail services to New Zealand’s kiwifruit,

avocado, citrus, persimmon, and Kiwiberry industries. Seeka

manufactures and sells the Kiwi Crush™ and Kiwi Crushies product

range along with avocado oil. The Group also provides retail and

ripening services for imported tropical produce, and operates a

wholesale market.

In Australia, Seeka owns, leases and operates orchards and associated

post-harvest assets, making the Group one of the largest producers

and suppliers of Australian kiwifruit and nashi pears, a major supplier

of European pears, plus other fruits, including plums and jujube dates.

Summary of material accounting policies

The accounting policies have been applied consistently throughout the

periods presented in the financial statements.

Statement of compliance and basis of preparation

The financial statements for the Group have been prepared in

accordance with the requirements of Part 7 of the Financial Markets

Conduct Act 2013. The financial statements have been prepared

in accordance with New Zealand Generally Accepted Accounting

Principles (GAAP), incorporating New Zealand Equivalents to

International Financial Reporting Standards (NZ IFRS) and other

applicable financial reporting standards as appropriate for profit-

oriented entities. The Group financial statements also comply with

International Financial Reporting Standards (IFRS).

The financial statements are prepared on a historical cost basis, with

the exception of:

–Assets classified as held for sale at fair value (note 9)

–Land and buildings at fair value (note 10)

–Biological assets - crop at fair value (note 12)

–Right-of-use lease assets and lease liabilities at present value of

expected cash payments (note 13)

–Investment in financial assets held at fair value (note 22)

–Financial assets and liabilities (including derivative instruments) at

fair value through comprehensive income (note 29 and note 30)

The material accounting policies applied in the preparation of the

financial statements are set out below and those that are considered

material to an understanding of the financial statements are provided

throughout the notes in grey shading.

The financial statements were approved by the Board of Directors (the

Board) on 27 February 2025.

Basis of consolidation

Subsidiaries

Subsidiaries are fully consolidated from the date of acquisition, being

the date on which the Group obtains control, and continue to be

consolidated until the date when such control ceases. The financial

statements of the subsidiaries are prepared for the same reporting

period as the Company, using consistent accounting policies.

The acquisition method of accounting is used to account for the

acquisition of subsidiaries by the Group. The cost of an acquisition is

measured as the fair value of the assets exchanged, equity instruments

issued and liabilities incurred or assumed at the date the acquisition is

settled. Direct acquisition costs are expensed as incurred.

Intercompany transactions, balances and unrealised gains on

transactions between companies are eliminated. Unrealised losses

are also eliminated unless the transaction provides evidence

of the impairment of the asset transferred. Accounting policies

of subsidiaries have been changed where necessary to ensure

consistency with the policies adopted by the Group.

Foreign currency transactions

Foreign currency transactions are translated into the functional

currency (NZD) using the exchange rates prevailing during the month

of that transaction. Foreign exchange gains and losses resulting from

the settlement of such transactions are recognised in the statement of

profit or loss. The presentational currency is the New Zealand dollar

(NZD).

Foreign operations

The results and financial position of all the Group entities (none of

which has the currency of a hyper-inflationary economy) that have

a functional currency different from the presentation currency are

translated into the presentation currency as follows:

–Assets and liabilities for each entity's balance sheet within the

Group are translated at the closing rate at the date of that balance

sheet;

–Income and expenses for each entity's income statement

and statement of comprehensive income, are translated at

average exchange rates (unless this average is not a reasonable

approximation of the cumulative effect of the rates prevailing on

the transaction dates, in which case income and expenses are

translated at the rate on the dates of the transactions); and

–All resulting exchange differences are recognised in other

comprehensive income.

Basis of preparation

This section sets out the Group’s accounting policies that apply to the full set of financial statements. Accounting policies

which are limited to a specific note are described in that note.

Financial contents

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29SEEKA LIMITED | ANNUAL REPORT 2024
Critical accounting estimates and judgements

The Group makes estimates and judgements concerning future

operational and financial performance. By definition, these judgements

may not always equal actual results. The estimates and judgements

that have a significant risk of causing a material adjustment to the

carrying amounts of assets and liabilities are identified in the notes

below. Estimates and judgements are continually evaluated and

are based on historical experience as adjusted for current market

conditions and other factors, including expectations of future

events that are believed to be reasonable under the circumstances.

Judgements underlying management’s estimates can be found in the

following notes to the financial statements.

NoteArea of estimation or judgement

10.Property, plant and

equipment

Valuation and impairment

assessment

11.Intangible assetsImpairment assessment and CGU

allocation

20.Retained earnings and

reserves

Valuation of share based payments

and grower loyalty share scheme

Going concern assumption

The Directors have carefully considered the ability of the Group to

operate as a going concern for at least the next 12 months from the

date of signing these financial statements.

The Directors have concluded that the Group will continue to operate

as a going concern and the financial statements are prepared on that

basis.

Climate impact

The longer-term impacts of climate change continue to be analysed

and Seeka is mitigating these risks through regional diversification,

innovative growing techniques, and research and development. Climate

change brings both opportunities and risks for the business, which are

detailed in the climate reporting under the Aotearoa New Zealand

Climate Standards NZ CS 1-3. The risks and opportunities and

mitigation strategies that could impact the estimates and judgements

in the financial statements are incorporated where known. Unforeseen

events and the implications of these cannot be estimated with

certainty. See www.seeka.co.nz/climate-change for more details.

Goods and services tax (GST)

The statement of profit or loss and statement of comprehensive

income have been prepared so that all components are stated

exclusive of GST. All items in the statement of financial position are

stated net of GST, with the exception of receivables and payables,

which include GST invoiced.

Impact of standards issued but not yet applied by the

entity

In May 2024, the External Reporting Board (XRB) 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.

There are no other accounting standards that are not yet effective that

will have a material impact on the Group's financial statements.

Main contents

Financial contents

ANNUAL REPORT 2024 | SEEKA LIMITED30
Performance

1. Segment information

The Group’s operating segments engage in business activities that

earn revenues, incur expenses and are reported in a manner consistent

with the internal reports provided to the chief decision makers, being

the Directors, who regularly evaluate the allocation of resources

alongside operational outcomes, such as EBITDA and EBIT, and are

responsible for setting strategic direction.

The Group has five operating segments:

–Four New Zealand segments express the range of complementary

services delivered to New Zealand’s produce industries and the

retail sector.

–A single Australian operating segment covers the integrated supply

chain service for the Group’s Australian-grown fruit.

Direct segment revenues and operating costs are allocated to each

segment. Administration costs, overheads, grower service costs

and other income from the sale of assets recorded in the statement

of profit or loss are allocated to All other segments. Transactions

between segments are conducted on normal commercial terms and at

market rates and are eliminated on consolidation.

New Zealand segments

Orchard operations

The Group provides on-orchard management services to orchard

owners who produce kiwifruit, avocado, citrus and Kiwiberry crops.

The Group produces kiwifruit, avocado, citrus and Kiwiberry from:

–Short term leased orchards (typically three-year rolling contracts)

whereby the Group recovers costs and shares any profits with the

orchard owners.

–Long term leased land which the Group has developed into

productive orchards, pays all development and production costs,

owns all crops for the term of the lease, and shares profit with the

landowner after all costs are recovered from crop proceeds.

–Owned orchards whereby the Group incurs growing and harvest

costs and receives all orchard income from crop sales.

Post-harvest operations

The Group provides post-harvest services to the kiwifruit, avocado,

citrus and persimmon industries. This includes all crops from the

Group’s orchard management and lease operations, plus crops from

independent orchard owners.

Retail service operations

The Group provides fruit marketing services in New Zealand and

internationally, particularly in the Australian and Asian markets. This

includes fruit from the Group’s New Zealand based orchard and post-

harvest operations. In New Zealand the Group also provides retail and

ripening services for imported fruit, and operates a wholesale market.

Retail service operations include the production and selling of Kiwi

Crush™, Kiwi Crushies and avocado oil to the retail sector and

hospitals, along with post-harvest services for Kiwiberry.

All other segments - New Zealand

This represents the Group’s aggregated administration, grower

services and overhead sections recorded in the condensed statement

of profit or loss, and impairment and revaluations of other assets not

attributed directly to any other segment. It also includes the gain on

sale from assets that had been classified as held for sale, and are not

attributed directly to any other segment.

Australian operations

The Group grows, provides post-harvest services, and retails all

produce from orchards the Group owns or leases in Australia. The

main products are kiwifruit, nashi pears, European pears, jujubes and

plums which are primarily sold in Australia.

This section focuses on the Group’s financial performance and details the contributions made from the individual operating segments.

EBITDA and EBIT

EBITDA is earnings before interest, tax, depreciation, amortisation, impairments and revaluations. EBITDA is an indicator of profitability and

reflects operating cash flow generation.

EBIT is earnings before interest and tax; an indicator of profitability that excludes interest and income tax expenses.

Non-GAAP financial information does not have a standard meaning prescribed by GAAP and therefore may not be comparable to similar financial

information presented by other entities. The Board considers EBITDA and EBIT as useful measures of financial performance for both investors

and management as they are indicators of the Group's operating profitability that remove the impact of tax and the interest expenses associated

with debt and leases (EBIT), along with depreciation, amortisation, impairment and revaluation expenses associated with the Group's large

investments in fixed and leased assets (EBITDA).

Financial contents

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31SEEKA LIMITED | ANNUAL REPORT 2024
The following table details the operating segments at balance date.

New ZealandAustraliaGroup

New Zealand dollars

Orchard

operations


$000s

Post-harvest

operations

$000s

Retail service

operations

$000s

All other

segments

$000s

Australian

operations

$000s

Total

$000s

2024

Income statement

Turnover

1

102,652246,62367,49712,06719,160447,999

Gross segment revenue

102,945249,25530,90912,06719,160414,336

Eliminations

( 293)( 2,631)---( 2,924)

Total segment revenue

102,652246,62430,90912,06719,160411,412

EBITDA

2

6,18184,4852,572( 20,293)3,17676,121

Depreciation expense

4

( 1,707)( 12,223)( 312)( 1,723)( 1,134)( 17,099)

Lease depreciation expense

5

( 1,718)( 6,259)( 647)( 1,597)( 918)( 11,139)

Impairments

-( 362)--( 403)( 765)

Amortisation of intangible assets

- - - ( 302) - ( 302)

EBIT

3

2,75665,6411,613( 23,915)72146,816

Lease interest expense

5

( 801)( 2,013)( 249)( 911)( 802)( 4,776)

EBIT

3

(after lease interest expense)

1,95563,6281,364( 24,826)( 81)42,040

Interest expense

6

( 10,730)( 1,597)( 12,327)

Tax charge on profit

( 21,823)861( 20,962)

Profit / (loss) after tax

1,95563,6281,364( 57,379)( 817)8,751

Balance sheet

Segment assets

86,193349,57612,67138,05363,369549,862

Total assets

86,193349,57612,67138,05363,369549,862

Segment liabilities

40,432131,89814,49359,26037,376283,459

Total liabilities

40,432131,89814,49359,26037,376283,459

2023

Income statement

Turnover

1

86,504 182,386 62,841 931 10,356 343,018

Gross segment revenue

86,798 185,018 20,743 931 10,356 303,846

Eliminations

( 293) ( 2,633) - - - ( 2,926)

Total segment revenue

86,505 182,385 20,743931 10,356 300,920

EBITDA

2

954 43,758 2,585 ( 21,980) 671 25,988

Depreciation expense

4

( 962) ( 11,635) ( 304) ( 1,531) ( 1,088) ( 15,520)

Lease depreciation expense

5

( 1,599) ( 6,647) ( 667) ( 686) ( 863) ( 10,462)

Impairments

- ( 118) ( 90) ( 1,413) ( 1,844) ( 3,465)

Loss on revaluation of property, plant & equipment

- ( 294) - - - ( 294)

Amortisation of intangible assets

- - - ( 365) - ( 365)

EBIT

3

( 1,607) 25,064 1,524( 25,975) ( 3,124) ( 4,118)

Lease interest expense

5

( 696) ( 2,126) ( 303) ( 858) ( 859) ( 4,842)

EBIT

3

(after lease interest expense)

( 2,303) 22,938 1,221 ( 26,833) ( 3,983) ( 8,960)

Interest expense

6

( 10,642) ( 1,386) ( 12,028)

Tax charge on profit

4,575 1,947 6,522

Profit / (loss) after tax

( 2,303) 22,938 1,221 ( 32,900) ( 3,422) ( 14,466)

Balance sheet

Segment assets

84,799 360,184 13,189 39,121 51,518 548,811

Total assets

84,799 360,18413,189 39,121 51,518 548,811

Segment liabilities

42,746 160,769 12,735 31,281 41,331 288,862

Total liabilities

42,746 160,769 12,735 31,281 41,331 288,862

1. Turnover is a non-GAAP measure, see calculations in note 2.

2. EBITDA, a non-GAAP measure, is earnings before interest, tax,

depreciation, amortisation, impairments and revaluations.

3. EBIT, a non-GAAP measure, is earnings before interest and tax.

4. Depreciation includes the depreciation of fixed assets.

5. Lease interest and lease depreciation are as a result of NZ IFRS 16

Leases, see note 13.

6. Interest includes finance costs for borrowings.

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ANNUAL REPORT 2024 | SEEKA LIMITED32
The following table reconciles segment EBITDA before and after applying NZ IFRS 16.

New ZealandAustraliaGroup

New Zealand dollars

Orchard

operations


$000s

Post-harvest

operations

$000s

Retail service

operations

$000s

All other

segments

$000s

Australian

operations

$000s

Total

$000s

2024 - EBITDA

EBITDA pre NZ IFRS 16

3,66977,2341,626( 23,610)1,02059,939

Capitalised lease costs

2,512 7,251 946 3,317 2,156 16,182

EBITDA after applying NZ IFRS 16

6,18184,4852,572( 20,293)3,17676,121

2023 - EBITDA

EBITDA pre NZ IFRS 16

( 1,365) 35,279 1,562 ( 23,721) ( 1,423) 10,332

Capitalised lease costs

2,319 8,479 1,023 1,741 2,094 15,656

EBITDA after applying NZ IFRS 16

954 43,758 2,585 ( 21,980) 671 25,988

2. Turnover

The following table reconciles turnover to revenue.

New Zealand dollars

2024

$000s

2023

$000s

Turnover

447,999 343,018

Value of sales made as agent

( 36,587) ( 42,098)

Revenue

411,412 300,920

Turnover

The Board considers turnover a useful measure of the Group's operating activity as it represents the total transactional value of goods and

services provided to external customers during the year. As such turnover includes the value of fruit sales made on behalf of growers and suppliers

where the Group acts as the agent, and is considered the supplier by the purchasing party. This includes all produce sales both local and export.

3. Revenue and other income

New Zealand dollarsNotes

2024

$000s

2023

$000s

Total revenue

411,412 300,920

Other income

Interest

21 24

Gain on sale of assets classified as held for sale

9

- 1,833

Dividends received

142 1

Increase in fair value of irrigation water rights

- 144

Insurance income

1 1,090

Grower loyalty share scheme

( 100)-

Other income

382 178

Total other income

446 3,270

Total revenue and other income

411,858 304,190

During the year the Group recognised $0.10m of costs relating to the measurement of the grower share schemes issued based on the Black

Scholes Model (Dec 2023 - Nil).

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33SEEKA LIMITED | ANNUAL REPORT 2024
Accounting policies

The Group’s major revenue streams are post-harvest operations,

orchard management, retail services and Australian operations in

accordance with NZ IFRS 15: Revenue from contracts with customers (NZ

IFRS 15).

Post-harvest

The Group enters into two standardised post-harvest contracts:

–The first has two performance obligations; to collect the supply

of fruit via picking and transportation, and maturity testing. The

charges are separated in the contract. All revenue is recognised

when the service is performed.

–The second has three performance obligations; to pack fruit, to cool

and dispatch fruit, and to sell Class 2 fruit to authorised markets.

These are stand-alone services provided by the Group. Each

performance obligation has a separate transaction price detailed in

the contract and the obligations are recognised when services are

performed; packing revenue as fruit is packed, cooling revenue as

fruit is loaded out from cool storage, and Class 2 as fruit is sold and

delivered.

Orchard management

The Group enters into two orchard management contracts that are

largely standardised:

–The first has one performance obligation; to manage fruit growing.

Revenue is recognised as the service is performed and calculated at

cost plus a margin per the contract or at a fixed per-hectare charge.

The management fee included in the contract is recognised evenly

over the contract's 12 month period.

–The second has one performance obligation; to collect the supply

of fruit on short term or long term leased orchards. The transaction

price is determined using a forecasted OGR. Revenue is recognised

when crops are picked (in the June interim accounts for kiwifruit).

Retail services

The Group enters into three retail service contracts which are

customised to the service being offered:

–The first has one performance obligation; to sell fruit on the owner’s

behalf. As the sales agent, the Group only collects a marketer’s

commission which is recognised when the fruit is sold and delivered.

–The second has one performance obligation; to either store or ripen

fruit. Revenue is recognised as the fruit is stored or ripened.

–The third has one performance obligation; to provide ordered

product. The transaction price is based on the agreed price with

revenue recognised when the fruit is sold and delivered.

Australia

The Group has one type of contract that is entered by the Australian

business; for the sale and supply of fruit.

–The fruit sale and supply contracts are entered on a one-to-one

basis with the fruit purchaser and are largely standardised. They

have one performance obligation; to provide the fruit to the

customer. The transaction price is based on the agreed price and

recognised when the fruit is sold and delivered.


Principal versus agent relationship

A principal relationship is one where the Group has the performance

obligation to provide the good or service directly and has control of the

asset or has a right to direct the asset. An agency relationship is one

where the performance obligation is to arrange for the good or service

on behalf of the supplier. The Group currently has agent relationships

for the sale of some fruit and vegetables in the retail services segment.

Impact of seasonality

Group revenues are generated from seasonal horticultural operations,

with post-harvest revenues recognised as services are provided and

orcharding revenues recognised once the fruit is harvested. Retail

revenues are generated at the point of sale. In New Zealand kiwifruit

are harvested from March to June, avocados from July to February, and

Kiwiberry from February to March. In Australia nashi and European

pears are harvested January to March, and kiwifruit from March to

May. As a result of these harvest timings around 45~70% of orchard

revenues are recognised in the first six months of the financial year.

Due to seasonal fluctuations, the timing of the provision of post-

harvest services can vary from year to year, however normally 70~85%

is recognised in the first six months of the financial year, but can be

impacted by seasonal fluctuations.

Interest income

Interest income is recognised on a time-proportion basis using the

effective interest method.

Dividend income

Dividend income is recognised when the right to receive payment is

established.

Gain on sale of assets classified as held for sale

The gain on sale of assets classified as held for sale is recognised when

a sale and purchase agreement is unconditional and the consideration

is paid or payable at that date.

Insurance income

Insurance income is recognised when the right to receive payment is

established.

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ANNUAL REPORT 2024 | SEEKA LIMITED34
4. Cost of sales and operating expenses

New Zealand dollarsNotes

2024

$000s

2023

$000s

Operating materials and services

228,591 183,168

Direct employee benefits

81,382 72,384

Increase in fair value of biological assets - crop

12

( 3,488) ( 3,358)

Total cost of sales

306,485 252,194

Total other employee benefits

15,459 13,514

General administrative expenses

11,400 10,007

Audit fees paid to principal auditors - paid on a Group basis

472 421

Audit fees paid to previous auditor - paid on a Group basis

- 96

Debt covenant compliance agreed upon procedures paid to principal auditors

5 5

Acquisition and restructuring costs

123 534

Directors' fees and expenses

609 605

Short term lease expenses

1,255 1,108

Total other costs

29,323 26,290

Depreciation expense

10

17,099 15,520

Lease depreciation expense

13

11,139 10,462

Amortisation of intangible assets

11

302 365

Impairments and revaluations

Loss on revaluation of property, plant and equipment

10

- 294

Impairment of property, plant and equipment

10

295 1,476

Impairment of biological assets

12

79 486

Impairment of associates

23

- 1,413

Impairment of assets classified as held for sale

9

265 -

Impairment of irrigation water rights and other impairments

125 -

Impairment of onerous right of use lease asset

13

1 90

Total impairment and revaluation

765 3,759

Interest expense

12,327 12,028

Lease interest expense

13

4,776 4,842

Total expenses

382,216 325,460

During the year the Group recognised $0.05m of costs relating to the measurement of the employeee share scheme issued based on the Black

Scholes Model (Dec 2023 - Nil).

Accounting policies

Operating expenses are recognised in the statement of profit or loss as incurred, except where future economic benefits arise and they are

recorded as a prepayment.

Wages and salaries, annual leave and sick leave

Liabilities for wages and salaries, including non-monetary benefits and annual leave expected to be settled within 12 months of the reporting date, are

recognised in other payables. The employee liabilities are measured at the amounts expected to be paid when settled. Liabilities for non-accumulating

sick leave are recognised when the leave is taken and measured at the rates paid or payable.

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35SEEKA LIMITED | ANNUAL REPORT 2024
5. Reconciliation of net operating surplus after taxation with cash flows from operating activities

New Zealand dollars

2024

$000s

2023

$000s

Net operating surplus / (loss) after taxation

8,751 ( 14,466)

Add / (less) non cash items:

Depreciation

17,099 15,520

Lease depreciation

11,139 10,462

Impairments

765 3,465

Loss on revaluation of property, plant and equipment

- 294

Revaluation of employee share scheme

49 -

Revaluation of grower share scheme

100 -

Movement in deferred tax

17,247 ( 3,382)

Movement in fair value of biological assets - crop

( 3,488) ( 3,358)

Amortisation of intangible assets

302 365

43,213 23,366

(Less) items not classified as an operating activity:

Gain on sale of property, plant and equipment

( 131) ( 16)

Gain on sale of assets classified as held for sale

- ( 1,833)

Decrease in current water allocation account

- ( 170)

( 131) ( 2,019)

Decrease / (increase) in working capital:

Increase / (decrease) in accounts payable

7,250 ( 3,261)

Decrease / (increase) in accounts receivable/prepayments

3,240( 887)

Decrease in inventory

234 1,260

Increase / (decrease) in taxes due

3,480( 1,322)

14,204 ( 4,210)

Net cash flow from operating activities

66,037 2,671

Accounting policies

The statement of cash flows is prepared using the direct approach. Cash and cash equivalents are shown exclusive of GST.

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ANNUAL REPORT 2024 | SEEKA LIMITED36
6. Income tax expense

New Zealand dollarsNotes

2024

$000s

2023

$000s

a. Current tax expense

Current year

9,044( 5,204)

Prior period adjustment

46( 3,060)

Total current tax charge / (benefit)

9,090( 8,264)

Deferred tax expense

Origination and reversal of temporary differences

11,731( 199)

Prior period adjustment

141 1,941

Total deferred tax charge

11,872 1,742

Total income tax charge / (benefit)

20,962( 6,522)

b. Numerical reconciliation of income tax expense to prima facie tax payable

Profit / (loss) before income tax expense

29,713 ( 20,988)

Tax at the New Zealand tax rate of 28%

8,319( 5,876)

Tax at the Australian tax rate of 30%

( 72)( 132)

Tax effect of amounts which are not deductible (taxable) in calculating taxable income

60 365

Under / (over) provision in prior years - temporary differences

187( 1,119)

Benefit of tax credits

( 87)( 181)

Tax paid in respect of acquisitions pre-Group liabilities

- 647

Removal of depreciation from buildings

12,496-

Deferred tax movement recognised in reserves

87-

Tax paid as agent of non-resident insurer

41-

Other

( 69)( 226)

Income tax charge / (benefit)

20,962( 6,522)

c. Imputation credit account

Imputation credits available for use in subsequent reporting periods

34,455 30,240

The above amounts represent the balance of the imputation account as at the end of the reporting

period, adjusted for:

a. Imputation credits that will arise from the payment of the amount of the provision for income tax

b. Imputation debits that will arise from the payment of dividends recognised as a liability at the

reporting date; and

c. Imputation credits that will arise from the receipts of dividends recognised as receivables at the

reporting date.

d. Current tax asset / (liability)

Opening balance of current tax (liability) / asset

369 ( 337)

Adjustments for prior periods

( 46) 3,060

Current year tax

( 9,044) 5,204

Less tax paid / (refund)

256 ( 1,751)

Transfer tax losses to deferred tax

( 103)( 5,763)

Utilise tax losses brought forward

4,837-

Exchange differences

( 8)( 44)

Current tax (liability) / asset

( 3,739) 369

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37SEEKA LIMITED | ANNUAL REPORT 2024
Accounting policies

Income tax expense comprises both current and deferred tax and is recognised in the statement of profit or loss.

Current tax is the expected tax payable on the taxable income for the year, using tax rates enacted or substantively enacted at the reporting date,

and any adjustment to the tax payable in respect of previous years.

Deferred tax is recognised using the balance sheet method, providing for temporary differences between the tax losses of assets and liabilities

and their carrying amounts in the financial statements. Deferred tax is not accounted for if it arises from initial recognition of an asset or liability

in a transaction other than a business combination and that affects neither accounting or taxable profit. Differences relating to investments in

subsidiaries and jointly controlled entities are not recognised to the extent that they probably will not reverse in the foreseeable future.

Deferred tax is measured at the tax rates that are expected to be applied to the temporary differences when they reverse, based on the laws that

have been enacted or substantively enacted at balance date.

A deferred tax asset is recognised to the extent that it is probable that future taxable profits will be available against which the temporary

differences can be utilised.

7. Deferred tax

Deferred tax assets and liabilities are offset when there is a legally-enforceable right to offset current tax assets against current tax liabilities and

when the deferred income taxes relate to the same fiscal authority.

The following table details the offset amounts.

New Zealand dollarsNotes

2024

$000s

2023

$000s

Net deferred tax liabilities:

Opening balance

19,422 22,804

Adjustments for prior periods

141 1,941

Exchange differences

24 22

Charged / (received) to the statement of profit or loss

293( 199)

Change in tax depreciation on building assets

12,496-

Charged to revaluation reserve

1,058 2,416

(Credited) to hedge reserve

( 441)( 613)

(Benefit) of tax losses recognised

( 103)( 5,763)

(Benefit) of denied debt deductions carried forward

( 1,058)-

Utilisation of tax losses

4,837-

Remeasurement of water shares

-( 1,186)

Closing balance at end of year

36,669 19,422

The balance comprises temporary differences attributable to:

Temporary differences on non-current assets

40,858 24,515

Current liabilities

( 3,419)( 898)

Prepayments and accrued income

2,1161,568

Losses reclassified as deferred tax

( 1,828) ( 5,763)

Denied debt deductions carried forward

( 1,058)-

Total deferred tax liability

36,669 19,422

Deferred tax assets are recognised for tax loss carry-forwards to the extent that the realisation of the related tax benefit through the future taxable

profits is probable and these losses will be utilised in the near future. $1.83m was recognised at balance date and there were no unrecognised tax

losses (Dec 2023 - $5.76m).

The deferred tax liability recognised in the financial statements does not represent the tax that would be payable on the disposal of the buildings;

actual tax payable is limited to the reversal of tax depreciation claimed on that asset in prior period tax returns.


8. Events occurring after balance date

The Group has an unconditional sales agreement to sell its remaining orchard asset classified as held for sale, with settlement due 28 February 2025,

see note 9.

On 26 February 2025, the Group declared a further dividend of $0.05 per share in relation to the financial year ended 31 December 2024. The

dividend will be fully imputed, and the dividend reinvestment plan will apply. The dividend record date is 20 March 2025 and the dividend will be

distributed on 15 April 2025, see note 21.

There are no other material events occurring subsequent to balance date requiring adjustment to or disclosure in the financial statements (Dec

2023 - nil).

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ANNUAL REPORT 2024 | SEEKA LIMITED38
Assets

This section focuses on the physical and intangible assets used by the Group to operate the business, deliver benefits to

stakeholders, add new income streams and generate revenues. Assets include post-harvest facilities, retail service facilities,

and software. Assets also include Group-owned land, vines, trees and crop on Group-owned and leased orchards. The Group

also has interests in water shares, leases and goodwill arising from Group acquisitions.

Disclosures are made on additions, disposals, revaluations, depreciation, impairments and amortisation.

9. Assets classified as held for sale

New Zealand dollarsNotes

2024

$000s

2023

$000s

Opening balance at 1 January

3,205 6,293

Development costs incurred

347 264

Impairment of assets classified as held for sale

( 265) -

Sales settled by third parties at carrying value

- ( 3,352)

Total assets classified as held for sale

3,287 3,205

The following table details the assets classified as held for sale by asset class.

New Zealand dollars

2024

$000s

2023

$000s

Asset class

Land and buildings

874 874

Property, plant and equipment

380 380

Intangible assets

500 500

Bearer plants

1,533 1,451

Total assets classified as held for sale

3,287 3,205

At 31 December 2024, a 13.5 hectare Northland orchard (Dec 2023 - 13.5 hectares) was classified as held for sale. No growing costs have been

attributed to the remaining orchard at 31 December 2024 as it is valued on a crop-off basis.

All assets classified as held for sale are included in the orchard operations segment.

Assets are classified as held for sale when their carrying amount will be recovered principally through a sale transaction rather than through

continuing use. This condition is met when the sale is highly probable and the assets are available for immediate sale in their present condition,

and the Group is committed to the sale and expects it to be completed within one year from the date of classification. The accounting standards

allow for the period to extend past 12 months if the circumstances causing the delay are out of Seeka's control.

As at 31 December 2024, one orchard of 13.5 hectares (Dec 2023 - one orchard of 13.5 hectares) has taken longer than 12 months to find a buyer,

however there is an unconditional sales agreement with settlement due 28 February 2025.

Assets held for sale are recorded at the lower of the carrying value or fair value less costs to sell.

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39SEEKA LIMITED | ANNUAL REPORT 2024
10. Property, plant and equipment

New Zealand dollars

Land and

buildings

$000s

Plant and

equipment

$000s

Motor

vehicles

$000s

Bearer

plants

$000s

Assets under

construction

$000s

Total

$000s

At 1 January 2024

Cost or valuation

306,804161,0872,92842,1609,085522,064

Accumulated depreciation and impairment

( 35,960)( 91,402)( 1,504)( 5,093)( 395)( 134,354)

Net book amount

270,84469,6851,42437,0678,690387,710

Year ended 31 December 2024

Opening net book amount

270,84469,6851,42437,0678,690387,710

Additions and transfers - net

12,8447,805( 440)3,787( 7,740)16,256

Depreciation

( 6,312)( 9,442)( 224)( 1,121)-( 17,099)

Disposals and transfers

( 100)( 115)-( 2,641)-( 2,856)

Impairment of property, plant and equipment

-( 250)--( 45)( 295)

Revaluation

3,791----3,791

Foreign exchange

3068254102805

Closing net book amount

281,37367,76576537,502907388,312

At 31 December 2024

Cost or valuation

323,645168,3842,48243,7161,347539,574

Accumulated depreciation and impairment

( 42,272)( 100,619)( 1,717)( 6,214)( 440)( 151,262)

Net book amount

281,37367,76576537,502907388,312

At 1 January 2023

Cost or valuation

280,850 150,667 3,131 37,187 21,311 493,146

Accumulated depreciation and impairment

( 29,912) ( 82,056) ( 1,249) ( 3,746) ( 395) ( 117,358)

Net book amount

250,938 68,611 1,882 33,441 20,916 375,788

Year ended 31 December 2023

Opening net book amount

250,938 68,611 1,882 33,441 20,916 375,788

Additions and transfers - net

16,211 10,505 74 4,831 ( 12,226) 19,395

Depreciation

( 5,928) ( 8,937) ( 255) ( 400) - ( 15,520)

Disposals

- ( 133) ( 280) - - ( 413)

Impairment of property, plant and equipment

( 120) ( 409) - ( 947) - ( 1,476)

Revaluation

9,614 - - - - 9,614

Foreign exchange

129 48 3 142 - 322

Closing net book amount

270,844 69,685 1,424 37,067 8,690 387,710

Assets under construction are assets that are yet to be used and are not depreciated. When the asset is ready for use it is transferred to the

appropriate asset class. At 31 December 2024, assets under construction relate to deposits for packhouse equipment and building upgrades.

Land and buildings

Land and buildings are revalued to their estimated market value on at least a three-year rolling cycle (excluding assets under construction), plus

any subsequent additions at cost, less subsequent depreciation for buildings. In New Zealand valuations are undertaken by CBRE Group Inc.,

independent registered valuer. At 31 December 2024, 38% (Dec 2023 - 52%) of Seeka's New Zealand land and building portfolio was externally

revalued in line with policy. The remaining properties that were not revalued this year could cause a movement in land and buildings of between

1.34% and 8.92% (Dec 2023 - 0.82% and 3.79%). This is not considered a material movement in land and building values.

In Australia, valuations were completed at 31 December 2024 by Opteon (Goulburn North East Vic) Pty Limited, independent valuers based in

Victoria, Australia.

The valuers consider three different approaches in concert to arrive at a fair value;

1. Sales comparison - considers sales of other comparable properties.

2. Capitalisation of rentals - assumes a hypothetical lease of the property with a current market rental being established and capitalising this at an

appropriate rate of return that would be expected by a prudent investor. The 2024 year saw capitalisation rates move between 0.50% - 1.00%

since the previous valuations of the same properties, some of which may have been up to three years prior.

3. Discounted cash flow - a variation of the investment method whereby it takes the current market rental calculated under the investment method

and forecasts net cash flows over a ten-year period. Cash flows are adjusted for expected growth in market rentals and estimated costs incurred

to maintain land and buildings in operational use. This method assumes land and buildings are sold in the terminal year (year 11).

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Financial contents

ANNUAL REPORT 2024 | SEEKA LIMITED40
Accounting policies

Bearer plants

Bearer plants are the Group's investment in kiwifruit vines, pear, jujube, avocado and other fruiting vines and trees on Group-owned and leased land. Bearer

plants are stated at historical cost less depreciation. Historical cost includes all costs incurred to purchase or establish the asset.

Land and buildings

Land and buildings are shown at fair value, based on periodic, but at least triennial valuations by independent valuers, plus any subsequent

improvements at cost, less depreciation. At each annual balance date, no less than one third of assets classified as land and buildings are revalued

and those valuations are used to assess the appropriateness of the carrying values of all land and building assets held by the Group, which effectively

revalue all land and buildings annually. Revaluations are performed more frequently if changing industry conditions may cause their carrying value

to differ significantly from fair value. Any accumulated depreciation at the date of revaluation is eliminated against the gross carrying amount of the

asset and the net amount is restated to the revalued amount of the asset.

Changes in the carrying amounts arising on revaluation of land and buildings are accounted for through comprehensive income and other reserves,

except where an asset's assessed fair value is less than the original cost, in which case the change is recognised in the statement of profit or loss.

Property, plant and equipment

All other property, plant and equipment are stated at historical cost less depreciation. Historical cost includes all costs incurred to purchase the

asset.

Subsequent additions at cost are included in the asset’s carrying value or recognised as a separate asset, as appropriate, only when it is probable

that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs

and maintenance are charged to the statement of profit or loss during the financial period in which they are incurred.

Asset impairments are recognised in the statement of profit or loss.

Significant unobservable inputs inherent in the land and building valuation process include potential market comparative rentals, and the market

rental capitalisation rates. The higher the rental rate, the higher the fair value, and the higher the capitalisation rate, the lower the fair value.

Significant changes in either of these inputs would result in significant changes to the fair value measurement. See below;

1. Market rental rates - Packhouse rental rates as described in the valuation reports obtained in 2024 between $50/m

2

- $125/m

2

(Dec 2023 - $55/

m

2

- $130/m

2

). Coolstore rental rates were between $0.38/tray - $0.68/tray (Dec 2023 - $0.40/tray - $0.63/tray).

2. Rental capitalisation rates - Capitalistion rates as described in the valuation reports obtained in 2024 were between 7.00% – 9.50% (Dec 2023 -

8.25% - 9.50%).

3. Discount rates – Discount rates as described in the valuation rates obtained in 2024 were between 7.60% - 10.77% (Dec 2023 – 9.23% - 10.37%).

The net book value of land is $50.23m (Dec 2023 - $47.24m) and buildings is $230.15m (Dec 2023 - $223.61m), see note 28.

The following table details the gain on revaluation of land and buildings recognised in the revaluation reserve, net of tax, of $2.71m (Dec 2023 - $7.47m).

New Zealand dollars

Land

$000s

Buildings

$000s

Total

$000s

Land and buildings revaluation reserve

1,467 1,240 2,707

As a consequence of the building revaluations conducted December 2024, $2.61m (Dec 2023 - $9.08m) of accumulated depreciation was offset

directly against the assets' cost or valuation, prior to revaluation.

In the year ended 31 December 2024, the Group assessed the useful lives of property, plant and equipment, and did not identify any material

situations where the useful life of an asset or group of assets was not appropriate or within the existing accounting policy.

The following table details the depreciated value of land and buildings if they were to be stated on a historical cost basis.

New Zealand dollars

2024

$000s

2023

$000s

Cost

280,914 268,168

Accumulated depreciation

( 69,201) ( 62,884)

Depreciated historical cost

211,713 205,284

Net book amount

281,373 270,844

Impairment of bearer plants

For the year ended 31 December 2024 no assets were impaired (Dec 2023 - $0.95m). The 2023 impairment was for bearer plants in Australia

that were removed.

Impairment of land, buildings, plant and equipment

For the year ended 31 December 2024 $0.30m (Dec 2023 - $0.53m) of assets were impaired.

The 2024 impairments were for wind-damaged hail netting in Australia which has been removed while other risk management solutions are

identified, and orchard equipment in New Zealand which has been removed as part of planned machinery replacement.

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41SEEKA LIMITED | ANNUAL REPORT 2024
11. Intangible assets

New Zealand dollarsNotes

Software

$000s

Goodwill

$000s

Water shares

$000s

Other

intangibles

$000s

Total

$000s

At 1 January 2024

Cost

4,458 20,181 2,991 377 28,007

Accumulated amortisation and impairment

( 3,753) - - ( 15) ( 3,768)

Net book amount

705 20,181 2,991 362 24,239

Year ended 31 December 2024

Opening net book amount

705 20,181 2,991 362 24,239

Additions

75 - - - 75

Foreign exchange

- - 68 - 68

Amortisation

( 287) - - ( 15) ( 302)

Closing net book amount

493 20,181 3,059 347 24,080

At 31 December 2024

Cost

4,533 20,181 3,059 377 28,150

Accumulated amortisation and impairment

( 4,040) - - ( 30) ( 4,070)

Net book amount

493 20,181 3,059 347 24,080

At 1 January 2023

Cost

4,380 22,212 5,399 377 32,368

Accumulated amortisation and impairment

( 3,403) ( 2,031) - - ( 5,434)

Net book amount

977 20,181 5,399 377 26,934

Year ended 31 December 2023

Opening net book amount

977 20,181 5,399 377 26,934

Additions

78 - - - 78

Remeasurement

- - ( 2,460) - ( 2,460)

Foreign exchange

- - 52 - 52

Amortisation

( 350) - - ( 15) ( 365)

Closing net book amount

705 20,181 2,991 362 24,239

The amortisation period of software is four to five years.

Critical accounting estimates and judgements

At 31 December 2024, 38% (Dec 2023 - 52%) of Seeka's New Zealand land and building portfolio was externally revalued in line with policy.

Sensitivity analysis suggests the remaining properties that were not revalued this year could cause a movement in land and buildings of between

1.34% and 8.92%. This is not considered a material movement in land and building values.

Depreciation

Land is not depreciated. Depreciation on other assets is calculated

using the straight line or diminishing value method to allocate their

cost or revalued amounts, net of their residual values, over their

estimated useful lives. The depreciation of bearer plants on leased

land orchards is aligned to the term of the lease.

The estimated useful lives of assets from revaluation date are:

– Buildings and fit outs 7 - 50 years

– Machinery 5 - 30 years

– Vehicles 4 - 15 years

–Furniture, fittings and equipment 5 - 15 years

– Bearer plants 4 - 25 years

Asset residual values and useful lives are reviewed, and adjusted

if appropriate, at balance date and an asset’s carrying amount is

immediately written down to its recoverable amount.

Gains and losses on disposals are determined by comparing proceeds

with the carrying amount, and any gain or loss is included in the

statement of profit or loss. When revalued assets are sold, the

amounts included in the revaluation reserve in respect of those assets

are transferred to retained earnings.

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ANNUAL REPORT 2024 | SEEKA LIMITED42
Water shares

The Group remeasured the value of water shares to historical cost as at 1 January 2023.

Water shares are an integral part of land and irrigation infrastructure required to grow pears, kiwifruit and other annual crops in Australia and are

carried at historical cost. Such rights have an indefinite life and are not amortised but are tested annually for impairment. If events or changes in

circumstances indicate impairment, the carrying value is adjusted to take account of any impairment losses.

The Group’s portfolio of water rights is currently recorded at a historical cost value of $3.1m (Dec 2023 - $3.0m). A market value assessment was

performed at the end of the financial year. This was completed by accessing the Victorian Water Register and determining the weighted average

sales price for the applicable class of water rights. This value is then applied on a like for like basis to the Group’s water portfolio. As water prices

fluctuate due to seasonal factors, current market rates have been valued internally for impairment testing purposes at $5.1m (Dec 2023 - $5.9m).

Impairment tests for goodwill

At 31 December 2024 Seeka's market capitalisation was less than net assets which is an indicator of impairment. In response the Group has

performed impairment tests on all cash generating units (CGUs), in addition to CGUs with goodwill balances to ensure that future cash flows of

the CGUs and the Group support the fair value of the assets.

Goodwill balances are assessed annually for impairment. The impairment tests were performed using a value in use calculation model.

The recoverable amount is based on the net present value of the five-year after-tax cash flow projection (value-in-use), with a terminal value

beyond five years. Cash flows beyond the five year period are extrapolated using estimated growth rates and discount rates stated in this note.

The assumptions used for the analysis of the net present value of forecast gross margins for the cash generating units are determined based on

forecast crop volumes, past financial performance and the Board's expectation of future market dynamics, plus the Group's current year forecasts

and five year financial plans.

The goodwill and asset value allocated to the post-harvest CGU is supported by historical profitability, increasing volume forecasts, and forecast

growth of the kiwifruit industry and returns.

Any financial impact of climate change is expected to fall outside of the planning period given the long-term nature of climate change. However,

scenario planning is being carried out across the Group to prepare for the impact of climate change on future yields, varieties, and growing

methods. Seeka has a long history of adapting to the environment, such as when Psa arrived in New Zealand and the industry pivoted to the

SunGold variety, alongside past climatic events such as droughts, hail, and floods. Climate change risks may result in unforeseen events, which

may have possible implications that cannot be estimated with certainty. The business will continue to adapt to the changing environment.

No impairment was noted in the CGUs as a result of the impairment test, either on the CGUs with or without goodwill allocated to them.

The annual impairment tests of goodwill were performed at 30 November 2024. Impairment indicators were considered at 31 December 2024,

however no indicators were identified that required any further impairment testing.

Additions to goodwill

There were no additions to goodwill in 2024 (Dec 2023 - Nil).

Cash generating units (CGUs)

All goodwill at 31 December 2024 is allocated to the post-harvest CGU. The post-harvest CGU reflects the operationally coordinated and

financially interdependent nature of post-harvest operations across the regions serviced by Seeka. To best handle fruit at optimum maturity, and

maximise post-harvest efficiency and flexibility, the regions are managed as one unit with mature fruit allocated to the next available facility. This

means fruit flows and the associated cash flows are intrinsically linked across all regions. Due to this, a single CGU best reflects the nature of the

post-harvest business.

The following table details the key assumptions used for value-in-use calculations and the recoverable amount.

Group cash generating unitOperating segment

Goodwill

carrying

amount

$000s

Pre tax

discount rate

1

EBITDA

3


growth rate

1-5 years

Terminal

growth rate

2

2024

Post-harvest Post-harvest operations

20,181 8.9%4% - 5%2.0%

2023

Post-harvest Post-harvest operations

20,181 9.6%0% - 10%2.0%

1. The discount rate is calculated based on the specific circumstances of the cash generating unit and its operations, and is derived from its

weighted average cost of capital.

2. The long term growth rate is based on the long term expected inflation rate, being within the RBNZ inflationary target of 1%-3%. The Group has

set its terminal growth rates at 2% to ensure a long term conservative growth estimate has been applied in the impairment tests.

3. EBITDA, a non-GAAP measure, is earnings before interest, tax, depreciation, amortisation, impairments and revaluations.

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43SEEKA LIMITED | ANNUAL REPORT 2024
Post-harvest CGU

The goodwill relating to the post-harvest CGU is supported by historical profitability, with a positive outlook and significant growth path ahead.

Following several difficult seasons, 2024 had a rebound of volumes and exceptional returns culminating in record profits for the post-harvest

CGU and the Group as a whole. The forecast cash flows for 2025 and onwards assume a return to average yields, a return to normal growing

conditions, and a stable sales market, which translates into consistent and steadily increasing returns to the CGU.

The impairment and recoverable amount of the CGU were calculated using the value-in-use method.

No other reasonable changes to key assumptions would require an impairment of goodwill.

Accounting policies

Intangible assets

Assets with a finite useful life are subject to depreciation and

amortisation and reviewed for impairment whenever events or changes in

circumstances indicate that the carrying amount may not be recoverable.

Intangible assets that have an indefinite life are not subject to amortisation

and are tested at least annually for impairment, with impairment losses

recognised when the carrying amount exceeds the recoverable amount.

When assessing impairment, assets are grouped at the lowest identifiable

unit able to generate cash flow.

Software

Acquired computer software licences are capitalised on the basis of

the costs incurred to acquire and bring to use the specific software.

Internally developed computer software is capitalised when it enters

the development phase and includes costs incurred to develop and

test the software for use. Intangible assets are amortised over their

estimated useful life (typically four to five years).

Goodwill

Goodwill represents the excess of the cost of an acquisition over the

fair value of the Group’s share of the net identifiable assets at the

date of acquisition. Goodwill on a business acquisition is included

in intangible assets, and on acquisition of an associate is included in

investments in associates. When acquired in business combinations,

the goodwill is annually tested for impairment (or more frequently if

there are impairment indicators) and carried at cost less accumulated

impairment losses. Gains and losses on the disposal of a business

include the carrying amount of goodwill relating to that business.

Water shares

The Group records permanent water shares at historical cost. Such

rights have an indefinite life and are not amortised but are tested

annually for impairment. If events or changes in circumstances

indicate impairment, the carrying value is adjusted to take account of

any impairment losses.

Other intangibles

The Group records permanent water shares at historical cost. Such

rights have an indefinite life and are not amortised but are tested

annually for impairment. If events or changes in circumstances

indicate impairment, the carrying value is adjusted to take account of

any impairment losses.

Impairment of assets

Goodwill and intangible assets that have an indefinite useful life are

not subject to amortisation and are tested annually for impairment,

or more frequently if events or changes in circumstances indicate

that they might be impaired. Other assets are tested for impairment

whenever events or changes in circumstances indicate that the

carrying amount may not be recoverable. An impairment loss is

recognised for the amount by which the asset’s carrying amount

exceeds its recoverable amount. The recoverable amount is the higher

of an asset’s fair value less costs of disposal and value in use. For the

purposes of assessing impairment, assets are grouped at the lowest

levels for which there are separately identifiable cash inflows which are

largely independent of the cash inflows from other assets or groups

of assets (cash-generating units (CGUs)). Non-financial assets other

than goodwill that suffered an impairment are reviewed for possible

reversal of the impairment at the end of each reporting period.

Critical accounting estimates and judgements

The intangible assets impairment tests require judgement to determine the appropriate forecast cash flows and inputs into the calculations. The

primary estimates relate to the forecast EBITDA growth rates, discount rates and terminal growth rates.

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ANNUAL REPORT 2024 | SEEKA LIMITED44
12. Biological assets - crop

Crops growing on bearer plants are classified as biological assets and measured at fair value.

Crop assets are kiwifruit, nashi pears, Packham pears, Corella pears and other crops growing on leased and owned orchards and yet to be

harvested at balance date.

The following table reconciles beginning balances to end balances for biological assets crop measured at fair value defined as level 3 in note 28.

New Zealand dollars

2024

$000s

2023

$000s

Carrying amount at beginning of period

21,766 18,408

Crop harvested during the period

Fair value movement from the beginning of the period to point of harvest

27,329 12,427

Fair value when harvested

( 49,095) ( 30,835)

Crop growing on bearer plants at end of period

Crop at cost

25,027 21,531

Crop at fair value

227 235

Carrying value at end of period

25,254 21,766

The following table reconciles fair value movement of biological assets - crop.

New Zealand dollars

2024

$000s

2023

$000s

Movement in carrying amount

3,345 3,310

Exchange differences

143 48

Net fair value movement in crop

3,488 3,358

The following table details the classification of biological assets - crop.

New Zealand dollars

2024

$000s

2023

$000s

Australia - all varieties

6,354 5,179

New Zealand - kiwifruit crop

18,651 16,134

New Zealand - avocado crop

249 453

Carrying value at end of period

25,254 21,766

Crop where fair value cannot be measured reliably

Kiwifruit, nashi, Packham and Corella pear crops are not considered to have achieved sufficient biological transformation at balance date therefore

fair value is not able to be measured reliably and, as such, these crops are measured initially at cost less impairment.

Crop valued at fair value

Where a crop has achieved sufficient biological transformation, it is measured at fair value less costs to sell using unobservable inputs in the fair

value assessment. These unobservable inputs include forecasted sales prices achieved once the crop is harvested and marketed for sale, if the

forecast price was to increase so would the fair value of the crop.

The following table details the unobservable inputs used for the crop at fair value calculations.

CountryCategoryUnobservable inputs20242023

New ZealandKiwifruitOrchard gate return (OGR) per tray carton equivalent (TCE) (NZD$s)

$7.00 - $20.00$7.31 -$33.73

Picking costs per TCE (NZD$s)

$0.92 - $1.05$0.42 - $4.58

Orchard yield (TCE per hectare)

2,021 - 22,049930 - 16,036

New ZealandAvocadoOGR per TCE (NZD$s)

$6.21 - $7.06$10.31 - $15.97

Picking costs per TCE (NZD$s)

$0.33 - $3.35$1.24 - $4.20

Orchard yield (TCE per hectare)

2,945 - 5,925896 - 1,305

AustraliaAll produceSales price per kilogram (AUD$s)

$0.67 - $7.47$0.67 - $7.28

Combined costs to sell per kilogram (AUD$s)

$0.22 - $2.46$0.11 - $2.48

Orchard yield (kilograms per hectare)

11,043 - 49,8656,846 - 62,293

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45SEEKA LIMITED | ANNUAL REPORT 2024
Accounting policies

The Group's biological assets are the crops growing on bearer plants in the Group's leased and owned orchards. All crops have a maturity period of

less than one year and will be harvested within 12 months from the Group's balance date.

Biological assets are measured at fair value less costs to sell provided this can be measured reliably, otherwise they are measured at cost.

When insufficient biological transformation has occurred fair value is not able to be measured reliably. Biological assets at cost are not depreciated as

they are in the process of maturing.

Fair value is determined as the estimated net market return.

13. Right-of-use lease assets and lease liabilities

The Group reports all leases on the balance sheet where it has the right to obtain substantially all of the economic benefits from the use of the asset

throughout the period of the lease, with the exception of low value leases or leases less than 12 months.

The following table details leases where the Group is a lessee.

New Zealand dollars

2024

$000s

2023

$000s

Right-of-use lease assets

Land and buildings

26,70429,824

Orchard leases

16,49316,117

Equipment

1,5711,907

Motor vehicles

3,6082,659

Total right-of-use lease assets

48,37650,507

Right-of-use lease assets movements

Opening balance

50,50755,805

The movements for the year are as follows:

Additions and renewals

8,9336,220

Disposals, reclassifications and early terminations

(64)(984)

Impairment of onerous lease

( 1) (90)

Exchange rate differences

14018

Depreciation

(11,139)(10,462)

Closing balance

48,37650,507

Right-of-use lease assets classification for depreciation

The classification for depreciation of right-of-use lease assets is as follows:

Land and buildings

4,7754,467

Orchard leases

2,1161,771

Equipment

2,0241,914

Motor vehicles

2,2242,310

Total depreciation of right-of-use lease assets

11,13910,462

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ANNUAL REPORT 2024 | SEEKA LIMITED46
Accounting policies

Lease liabilities are measured as the present value of the remaining lease payments, including any renewal periods that are likely to be exercised,

discounted using the Group’s incremental borrowing rate which ranges between 7.57% and 16.50%. The discount rate is based on the Group's

incremental borrowing rate, being the rate the Group would borrow the funds required to purchase the asset. When determining the discount rate,

Seeka considers that the value of the right-of-use lease asset should not be greater than the fair value of the underlying asset being leased.

The Group’s right-of-use lease asset is equal to the lease liability on the day of lease inception, with the exception of sale and leaseback

transactions where the asset is measured as the proportion of the carrying value of the asset sold of which the benefit is retained by the Group.

The right-of-use lease asset is depreciated on a straight line basis over the period of the lease. Costs incurred with a lease that are not part of the

cost of the right-of-use lease asset are expensed.

All leases have been classified into one of the following asset classes:

–Land and building - leases for rental of all properties, including packhouses and coolstores

–Orchard - leases held for the development of productive orchards

–Equipment - leases for equipment, including plant equipment and forklifts

–Motor vehicles - leases for motor vehicles

The Group leases various properties for the packing and cooling of kiwifruit, leases orchards to grow kiwifruit and avocados, and leases equipment

and vehicles. The terms of the leases vary, with land and building leases ranging from 10 - 15 years, with one 99 year lease. Orchard leases range

from 3 - 25 years, and equipment and vehicle leases range from 1 - 5 years.

Contracts may contain both lease and non-lease components. In the case of orchard leases, only the fixed rental is recognised as a lease liability.

Any variable consideration relating to profit share on the orchard leases is not accounted for as the profit share is only determined after a crop has

been harvested and is not identifiable at the commencement of the lease. Lease terms are negotiated on an individual basis and contain a range

of different terms and conditions. The lease agreements do not impose any covenants other than the security interest in the leased assets that are

held by the lessor. Leased assets may not be used as security for borrowing purposes.

The Group is exposed to potential future increases in land and building lease payments based on contractual market rent reviews that are not

included in the lease liability until the rent review takes place.

Lease payments are allocated between principal and lease interest. The lease interest is charged to the statement of profit and loss over the term

of the lease.

New Zealand dollars

2024

$000s

2023

$000s

Lease liabilities

Current

10,213 9,941

Non-current

52,355 54,821

Total lease liabilities

62,56864,762

Lease liabilities classification

The liabilities are classified as follows:

Land and buildings

31,89935,045

Orchard leases

24,93724,731

Equipment

1,8772,139

Motor vehicles

3,8552,847

Total lease liabilities

62,56864,762

Lease liabilities movements

Opening balance

64,76270,065

The movements for the year are as follows:

Additions and renewals

8,9926,289

Disposals, reclassifications and early terminations

(72)(829)

Exchange rate differences

29251

Principal lease payments

(11,406)(10,814)

Closing balance

62,56864,762

Additions

During the period ended 31 December 2024, the Group renewed $1.11m (Dec 2023: $1.77m) of leases relating to post-harvest coolstorage

facilities, $0.30m (Dec 2023: $0.55m) of leases relating to retail service facilities, and $4.92m (Dec 2023: $2.31m) of leases relating to vehicles

and equipment leases.

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47SEEKA LIMITED | ANNUAL REPORT 2024
Working capital

Accounting policies

Trade receivables are recognised initially at fair value and subsequently measured at amortised cost, less provision for doubtful debts.

Collectability of trade receivables is reviewed on an ongoing basis including debts past due, but not considered impaired. Debts which are known

to be uncollectible are written off. A provision for doubtful receivables is established based on the expected default rates over the balance of trade

receivables. See note 27 for calculation details.

15. Inventories

New Zealand dollars

2024

$000s

2023

$000s

Total packaging at cost

5,254 7,062

Other inventories at cost

5,018 3,578

Total inventories

10,272 10,640

In the current year, $39.90m (Dec 2023 - $28.95m) of packaging inventory costs were expensed to cost of sales in the statement of profit or loss.

This section focuses on how the Group manages inventories, accounts receivable and accounts payable to ensure an

appropriate level of working capital is available to operate the business, deliver benefits to stakeholders and generate revenues.

14. Trade and other receivables

New Zealand dollars

2024

$000s

2023

$000s

Current trade receivables (net of provision for doubtful debts)

17,559 22,298

Prepayments

4,371 5,593

Prepaid deposits

252 255

GST refund due

- 405

Accrued income and other sundry receivables

7,147 4,053

Current trade and other receivables

29,329 32,604

Non current trade and other receivables

3,572 3,367

Total trade and other receivables

32,901 35,971

Within current trade receivables, $4.19m are past due (Dec 2023 - $6.66m), of which 54.11% are more than 90 days (Dec 2023 - 10.36%).

Prepaid deposits includes $0.25m for avocado trees and kiwifruit vines not yet received (Dec 2023 - $0.25m).

Accrued income and other sundry receivables includes income to be received from orcharding operations on 440 hectares of leased and owned

orchards (Dec 2023 - 382 hectares).

A $0.76m provision for doubtful debts is recognised in the accounts (Dec 2023 - $0.26m).

Non-current trade receivables includes $0.83m losses carried forward on Hayward short term leased orchards to be recovered in a future period

(Dec 2023 - $1.81m). Non current receivables also include $2.74m (Dec 2023 - $1.56m) of long term receivable balances with agreed long-

term payment terms. The remaining balance of non-current trade receivables relates to debtors secured against crop supply commitments with

repayment terms of up to five years and is considered recoverable.

Accounting policies

Raw materials, work in progress, finished goods and produce are stated at the lower of cost or net realisable value. Cost comprises direct

materials and direct labour, and are assigned to individual items of inventory on the basis of weighted average cost. Net realisable value is the

estimated selling price less estimated costs of completion and sales costs.

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ANNUAL REPORT 2024 | SEEKA LIMITED48
16. Trade and other payables

New Zealand dollars

2024

$000s

2023

$000s

Trade payables

6,586 6,050

Accrued expenses

15,450 11,948

Employee expenses

6,747 7,140

GST payable

923-

Accrued dividend payable

4,417-

Other payables

706 140

Total trade and other payables

34,829 25,278

Trade payables include $0.75m for capital works in progress (Dec 2023 - $0.47m) and accrued expenses includes $0.13m for capital purchases

(Dec 2023 - $0.72m).

Accrued expenses include costs to be incurred from orcharding operations on 440 hectares (Dec 2023 - 382 hectares) of leased and owned

orchards. Accrued expenses also include costs relating to the retail service segment and the export and domestic sales of avocado.

Accounting policies

Trade payables are recognised initially at fair value (the invoiced amount). If the Group has been provided with extended terms of trade, they are

then recognised at amortised cost using the effective interest method.

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49SEEKA LIMITED | ANNUAL REPORT 2024
Funding

This section focuses on how the Group manages its capital structure to protect shareholder value while funding operations that

deliver benefits to stakeholders and grow shareholder returns.

Disclosures are made on the Group’s bank facilities, retained earnings, dividends paid to shareholders, and earnings per share. Details on the

Company’s share capital include shares issued during acquisition through amalgamation, and under the dividend reinvestment plan, grower

incentive and employee share schemes.

17. Interest bearing liabilities

New Zealand dollars

2024

$000s

2023

$000s

Current secured

Interest bearing liabilities

11,861 49,597

Capitalised loan fees to be amortised in the next 12 months

( 240) ( 306)

Total current interest bearing liabilities

11,621 49,291

Non current secured

Interest bearing liabilities

128,743 128,322

Remaining capitalised loan fees to be amortised

( 74) ( 30)

Total non-current interest bearing liabilities

128,669 128,292

Total interest bearing liabilities

140,290 177,583

Analysis of movements in borrowings:

At 1 January

177,583 150,942

Cash flow - additional borrowings

108,036 157,919

Cash flow - repayment of borrowings

( 145,870) ( 131,445)

Capitalised loan fees - amortised over the life of the loan

22 ( 17)

Exchange differences

519 184

At 31 December

140,290 177,583

Analysis of total facilities:

Drawn

140,290 177,583

Available

61,069 23,205

Total facilities at 31 December

201,359 200,788

The Board has assessed the fair value of the term loans as the outstanding balance at balance date.

At 28 June 2024, Seeka extended 69% of the facilities to 31 January 2026, and 31% to 31 January 2027. The 30 June 2024 and 31 December 2024

banking covenants are set on a “step down” basis to enable Seeka to reach its long-term covenants of 3.25x for the net leverage ratio and 2.00x

for the interest cover ratio. Seeka remains committed to reducing debt and building headroom into its banking covenants.

Seeka’s $201 million banking facility is provided as a Sustainability-Linked Loan that incentivises Seeka to reduce greenhouse gas emissions,

increase solar energy generation capacity, and improve health and safety across its workforce. Seeka will pay a lower interest rate for achieving

annual sustainability targets, and a higher interest rate if they are not met.

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ANNUAL REPORT 2024 | SEEKA LIMITED50
Accounting policies

Borrowings are initially recognised at fair value, net of transaction costs incurred. Borrowings are subsequently measured at amortised cost.

When it is probable that part or the entire loan will be drawn down, any loan facility establishment fee paid is recognised as a loan transaction cost.

When the loan will probably remain undrawn, any loan fee paid is capitalised as a pre-payment for liquidity services and amortised over the period of

the facility.

Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after

balance date.

18. Share capital

Shares20242023

Authorised and issued share capital

Ordinary shares - fully paid and no par value:

Opening balance

41,988,282 41,988,282

Shares issued under:

Employee share scheme offer dated 19 April 2024

623,000 -

Seeka grower share scheme offer dated 19 April 2024

898,659 -

Total shares issued

43,509,941 41,988,282

Ordinary shares - classified as follows:

Held by ordinary shareholders

41,619,947 41,569,447

Held by Seeka Share Trustee Limited

1,889,994 418,835

Total shares issued

43,509,941 41,988,282

The following table details the amounts of the term loans drawn down at balance date and their maturities.

Balance due

$000sInterest rateMaturity

Term loans as at 31 December 2024

AUD $17m

18,743 6.77%31 January 2027

NZD $40m

40,000 6.63%31 January 2026

NZD $50m

50,000 6.83%31 January 2027

NZD $20m

20,000 6.63%31 January 2026

Term loans as at 31 December 2023

AUD $17m

18,322 7.43%31 January 2026

NZD $40m

40,000 8.40%31 January 2025

NZD $50m

50,000 8.64%31 January 2026

NZD $20m

20,000 8.42%31 January 2025

The Group’s policy is to protect the term portion of the loans from exposure to changing interest rates via the use of derivatives, see note 29.

Assets pledged as security

Bank loans and overdrafts are secured by first mortgages over the

freehold land and buildings, and a General Security Agreement over all

the assets of the following trading entities within the Group, as either

borrowers or guarantors. These entities make up the bank Charging

Group.

The value of the Group’s assets that are not part of the Charging Group is

$11.02m, being less than 2.01% of the total Group assets.

The Charging Group comprises the following entities:

Borrowers and guarantors:

–Seeka Limited

–Seeka Australia (Pty) Limited

Guarantors:

–Aongatete Coolstores Limited

–Delicious Nutritious Food Company Limited

–Kiwi Coast Growers (Te Puke) Limited

–Northland Horticulture Limited

–OPAC Properties Limited

–Seeka East Limited

–Seeka OPAC Limited

–Seeka Te Puke Limited

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51SEEKA LIMITED | ANNUAL REPORT 2024
Accounting policies

Ordinary shares are classified as equity.

Where any Group company purchases the Company's equity share capital (treasury shares), the consideration paid, including any directly

attributable incremental costs (net of income taxes), is deducted from equity attributable to the Company's equity holders until the shares are

cancelled or reissued. Where such shares are subsequently reissued, any consideration received, net of any directly attributable incremental

transaction costs and the related income tax effects, is included in equity attributable to the Company's equity holders.

New Zealand dollars

2024

$000s

2023

$000s

Movements in ordinary paid up share capital:

Opening balance of ordinary shares

164,512 164,512

Closing balance of ordinary share capital

164,512 164,512

Movements in treasury share capital:

Opening balance of ordinary shares

1,647 1,766

Employee share scheme receipts

( 35) ( 119)

Closing balance of shares held as treasury capital

1,612 1,647

Net share capital

162,900 162,865

Ordinary shares entitle the holder to participate in dividends and the proceeds on winding up of the Company in proportion to the number of fully

paid shares held.

Share-based incentive schemes

The Group operates two equity-settled, share-based incentive schemes:

–A compensation scheme for employees; 623,000 shares were issued under this scheme on 6 May 2024.

–A grower loyalty share scheme approved by shareholders 18 April 2024; 898,659 shares were issued under this scheme on 20 May 2024.

The employee share scheme is managed by a trust deed established September 2014. The grower loyalty share scheme is managed by a trust

deed established 15 March 2019. The trustee for both trusts is 'Seeka Share Trustee Limited', whose directors are also directors of Seeka.

The shares held by the trustee on behalf of employees and growers carry the same voting rights as other issued ordinary shares with votes only

able to be made via the trustees. The trustees are not able to vote, other than at the direction of the individual member employees and growers.

While monies are owed on the shares they remain with the trustee.

Grower loyalty share scheme

On 19 April 2024, the Group invited eligible growers of kiwifruit, avocado and Kiwiberry to participate in a three-year grower loyalty share scheme,

whereby each participant would be allocated a parcel of shares based on the greater of their orchard's class 1 production from harvest 2023 (harvest

2023/24 for avocado), or potential production using baseline yields by product. Shareholders approved a resolution to issue up to 2.4m shares, and fund

the issue price through a loan, at the 18 April 2024 annual shareholders meeting.

On 20 May 2024, 898,659 shares were issued to the scheme's trustees on behalf of 203 growers. The issue price of $2.5444 per share was funded

by the Group making a $2.29m non-interest-bearing loan to the trustees. Upon meeting the terms of the scheme by supplying all product from the

participating orchards for three consecutive seasons, the shares will vest and participating growers can elect to pay the outstanding balance of their

loans, less any dividend payments made on the shares, and have the shares transferred to them. The supply commitment period for kiwifruit and

kiwiberry growers ends 30 June 2026, and for avocado growers 31 March 2027.

Employee share scheme

On 19 April 2024, the Group invited eligible employees to participate in a three-year employee share scheme, whereby each participant would be

allocated a parcel of shares based on their role in the business.

On 6 May 2024, 623,000 shares were issued to the scheme's trustees on behalf of 346 participating employees. The issue price of $2.8679 per

share was funded by the Group making a $1.79m non-interest-bearing loan to the trustees. Upon meeting the terms of the scheme by continuing

employment for three consecutive years, participating employees can elect to pay the outstanding balance of their loans, less any dividend payments

made on the shares, and have the shares transferred to them. Shares issued under this scheme vest in 2027.

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ANNUAL REPORT 2024 | SEEKA LIMITED52
19. Earnings and net tangible assets per share

20242023

Basic earnings per share

Net profit / (loss) attributable to equity holders of the Company ($000s)

8,751 ( 14,466)

Weighted average number of ordinary shares in issue (000s)

41,603 41,566

Basic earnings per share ($)

$ 0.21( $ 0.35)

Diluted earnings per share

Net profit / (loss) attributable to equity holders of the Company ($000s)

8,751 ( 14,466)

Weighted average number of ordinary shares in issue plus dilutive employee and grower share

schemes (000s)

41,603 41,566

Diluted earnings per share ($)

$ 0.21( $ 0.35)

Net tangible assets per share

Net tangible assets ($000s)

246,222 239,768

Total ordinary shares issued at the end of the period (000s)

43,510 41,988

Net tangible assets per share ($)

$ 5.66$ 5.71

Basic earnings per share

Basic earnings per share is calculated by dividing the profit / (loss) attributable to equity holders of the Company by the weighted average number

of ordinary shares outstanding during the period, adjusted for bonus elements in ordinary shares issued and outstanding during the period.

Diluted earnings per share

Diluted earnings per share adjusts the figures used in the determination of basic earnings per share to take into account the after income tax

effect of interest and other financing costs associated with dilutive potential ordinary shares and the weighted average number of shares assumed

to have been issued for no consideration in relation to dilutive potential ordinary shares.

Net tangible asset per share

Net tangible asset per share is calculated by dividing the Group’s net assets less goodwill by the total shares on issue at the end of the period.

20. Retained earnings and reserves

Retained earnings

The following table details movements in retained earnings.

New Zealand dollars

2024

$000s

2023

$000s

At 1 January

38,294 52,760

Net profit / (loss) for the year

8,751( 14,466)

Dividends paid or declared

( 4,417) -

Realisation of permanent gain on sale

26 -

At 31 December

42,654 38,294

Reserves

The following table details the closing balances of reserve accounts.

New Zealand dollars

2024

$000s

2023

$000s

Reserves

Cash flow hedge reserve

( 233) 900

Land and buildings revaluation reserve

60,542 57,834

Foreign currency translation reserve

( 331) ( 158)

Foreign currency revaluation reserve

722 214

Share entitlement reserve

149-

Total reserves

60,849 58,790

The cash flow hedge reserve records increases and decreases on the revaluation of derivative financial instruments.

The land and buildings revaluation reserve records increments and decrements on the revaluation of land and buildings.

The foreign currency translation reserve records foreign currency translation differences of Group entity results and financial position. The amounts

are accumulated in other comprehensive income and recognised in profit or loss when the foreign operation is partially disposed of or sold.

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53SEEKA LIMITED | ANNUAL REPORT 2024
The foreign currency revaluation reserve records unrealised gains and losses on Group assets and liabilities held in foreign currencies.

The share entitlement reserve records the value of option benefits recognised on the Group's grower loyalty and employee share schemes as

detailed in this note.

The options element of the schemes are valued using the Black Scholes pricing model on the grant date, which is the date the shares are first

issued to the trust. Volatility is forecasted into the model.

Employee share scheme

Under the employee share scheme, shares were issued to a share trust in return for a debt owed back to the Company. Scheme shares vest in 2027.

At the end of the vesting period, eligible employees have the option to settle any outstanding debt on their shares and have the shares transferred

to them, see note 18. The option benefit is recognised as a share-based payment expense and recorded as an expense over the vesting period.

The following table details movement in the share entitlement reserve relating to the employee share scheme.

New Zealand dollars

2024

$000s

2023

$000s

At 1 January

- -

Movement in employee share entitlement reserve

49 -

At 31 December

49 -

At balance date the number of shares in respect of which options have been granted to employees and remain outstanding under the scheme was

623,000 (Dec 2023 - 42,000), representing 1.43% (Dec 2023 - 0.10%) of the shares of the Company on issue at that date.

Grower loyalty share scheme

Under the grower loyalty share scheme, shares were issued to a share trust in return for a debt owed back to the Company. Shares vest when the

grower ends their supply commitment; 30 June 2026 for kiwifruit and Kiwiberry growers, 31 March 2027 for avocado growers, see note 18. The

option benefit is recognised as a discount against revenue over the vesting period.

The following table details the movement in the grower loyalty share scheme.

New Zealand dollars

2024

$000s

2023

$000s

At 1 January

- -

Movement in grower share entitlement reserve

100-

At 31 December

100 -

Share scheme pricing model

The following table details inputs to the Black Scholes pricing model used to value the cost of the share schemes to the Group.

Inputs into the model

Grower loyalty

share scheme

Employee

share scheme

Issue date

20 May 20246 May 2024

Shares issued

898,659623,000

Grant date share price

$2.4300$2.7800

Exercise price

$2.5444$2.8679

Expected life (interest free loan period)

2 - 3 years3 years

Maximum loan period

3 years5 years

1

Time to vest

2 - 3 years3 years

Expected volatility (% per year)

30% - 35%29%

Risk-free interest rate

4.46%4.58%

Value of option

$0.53 - $0.56$0.67

1. Interest charged after three years.

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ANNUAL REPORT 2024 | SEEKA LIMITED54
Accounting policies

Provision is made for the amount of any dividend declared on or before the end of the period but not distributed at balance date.

21. Dividends

Dividends paid Per share$000s

2024

December 2024 - declared, paid January 2025

$ 0.10 4,417

Total dividend 2024

$ 0.10 4,417

2023

Total dividend 2023

- -

On 16 October 2024, the directors declared a fully-imputed dividend of $0.10 per share. The dividend was paid 20 January 2025 with a record

date of 20 December 2024. The dividend reinvestment plan applied with a 2% discount to the strike price.

Dividends are imputed to the fullest extent allowable in the tax year. The total dividend paid includes the non-cash amounts for the dividend

reinvestment plan. No cash dividend payment was made to and on behalf of shareholders during the year (Dec 2023 - Nil), including the dividend

declared October 2024 which was paid January 2025.

On 26 February 2025, the Group declared a fully-imputed dividend of $0.05 per share. The dividend will be paid on 15 April 2025 to those

shareholders on the register at 5pm on 20 March 2025. The dividend reinvestment plan will apply with a 2% discount to the strike price

Seeka dividend policy

Seeka’s dividend policy during the year was to declare and distribute dividends between 65% and 75% of Net Profit After Tax (NPAT) annually in

conjunction with the release of the half year and full year results subject to due consideration of the Board.

On 26 February 2025, Seeka updated its dividend policy to declare and distribute dividends between 50% and 75% of underlying Net Profit After

Tax (NPAT), normally to be paid in October and April, subject to due consideration of the Board.

Accounting policies

The fair value of the employee services received in exchange for the grant of options is recognised as an expense in the statement of profit or loss with

a corresponding increase in the share entitlement reserve. For the Grower Loyalty Share Scheme (GLSS), the fair value of the grower loyalty received

in exchange for the grant of the option is recognised as a discount against other income in the statement of profit or loss with a corresponding

increase in share entitlement reserve. The fair value is determined by reference to the fair value of the options granted, calculated using the Black

Scholes pricing model, excluding the impact of any non-market vesting conditions (for example, profitability and sales growth targets).

When the shares vest, the amount of the reserve relating to those shares is transferred to retained earnings.

Employee share scheme shares may be issued at the Board’s discretion at a price set by the Board based on the Volume Weighted Average Price

(VWAP) calculation of the Company's shares during the period prior to issue. The Employee Share Scheme (ESS) cannot be issued with further

shares if that issue would result in the ESS having an interest of more than 5% of the Company’s issued capital.

Shares are issued fully paid in exchange for a loan to the share scheme trust. Dividends paid on the shares are applied towards repaying the debt

between ESS and GLSS and the Group on behalf of the employee or the grower.

Proceeds received along with any employee contributions are credited to share capital when payment for the shares is received.

The ESS and GLSS have a non-beneficial interest in all the shares allocated to employees and growers. Annually the Group reviews the ESS scheme

and decides upon the allocation of further shares and the price at which those shares will be issued to the ESS. Trustees of ESS and GLSS are

appointed for an unspecified term and may be removed by the Company at any time.

Critical accounting estimates and judgements

The initial fair values of the employee share scheme and grower loyalty share scheme require estimates to be made of expected price volatility and

the risk free rate as detailed in this note.

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55SEEKA LIMITED | ANNUAL REPORT 2024
Accounting policies

The fair values of the listed securities are based on the securities' closing share price at balance date. Where pricing information is available,

unlisted securities are revalued at balance date. All other unlisted securities are currently held at cost less impairment as it reasonably represents

current fair value. Other financial assets designated at fair value through profit or loss are held at their discounted present value of expected

cash flows as it reasonably represents current fair value. The carrying amount of all financial assets has been reviewed at balance date and any

impairment is recognised through the statement of profit or loss.

Investments

This section focuses on how the Group invests in businesses to support Seeka’s core kiwifruit operations, realise synergies

along the produce supply chain and grow Seeka’s product base and geographical reach. The Board manages business

investments to strengthen the benefits delivered to stakeholders and grow shareholder returns.

Disclosures are made on the Group’s holdings in associates and subsidiaries, along with details on the Group’s holding of listed and unlisted

financial assets.

22. Investment in financial assets

New Zealand dollars

2024

$000s

2023

$000s

At 1 January

1,261 1,424

Movement in fair value of other financial assets

49 30

Share repurchase

- ( 193)

At 31 December

1,310 1,261

Unlisted securities designated at fair value through profit or loss

Ballance Agri Nutrients Limited

82 82

Blackburn General Partner Limited

91 91

OTK Orchards Limited

133 133

Ravensdown Fertiliser Co-operative Limited

261 261

Other share holdings

41 41

Other financial assets designated at fair value through profit or loss

Ngāti Pūkenga

702 653

Total financial assets at fair value through profit or loss

1,310 1,261

Total investment in financial assets

1,310 1,261

All other financial assets measured at fair value are defined as level 3, see note 28.

23. Investment in associates and joint arrangements

a. Investment in associates

Name of entity

Country of

incorporationBusiness activity

Equity holding

31 December 2024

Equity holding

31 December 2023

Ngutupiri General Partner LimitedNew ZealandOrcharding

64%64%

Te Kaha Gold Investment PartnershipNew ZealandOrcharding

33%33%

TKG Orchard Services LimitedNew ZealandOrcharding

50%50%

Waihau Bay JV Limited PartnershipNew ZealandOrcharding

50%50%

Wai O Kaha Gold Landowners Limited PartnershipNew ZealandOrcharding

26%11%

Fruitometry LimitedNew ZealandAgritech

26%26%

TKL Logistics LimitedNew ZealandPort service

33%33%

Kiwifruit Supply Research LimitedNew ZealandNot trading

20%20%

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ANNUAL REPORT 2024 | SEEKA LIMITED56
The following table details transactions relating to investments in associates.

New Zealand dollars

2024

$000s

2023

$000s

At 1 January

4,639 5,952

Purchase of investments

3,412 100

Share of profit or loss

71 282

Impairment of associate

- ( 1,413)

Capital distributions received

( 74) ( 282)

Balance at end of year

8,048 4,639

Investments are made in the following associates:

Ngutupiri General Partner Limited

1,400 938

Te Kaha Gold Investment Partnership

35 44

TKG Orchard Services Limited

645 618

TKL Logistics Limited

874 874

Wai O Kaha Gold Landowners Limited Partnership

3,000 1,000

Waihau Bay JV Limited Partnership

1,050 100

Fruitometry Limited

1,044 1,065

Total investment in associates

8,048 4,639

In 2024, the Group invested an additional $1.41m in two associates, Ngutupiri General Partner Limited and Waihau Bay JV Limited Partnership, to

complete the outstanding investment commitments. Additionally, the Group agreed to convert $2.00m of Wai O Kaha Gold Landowners Limited

Partnership’s outstanding receivable to equity, increasing the total investment to $3.00m and the ownership percentage to 26%. All other terms

remain consistent with the existing agreement.

Impairment of associates

No impairment in investments in associates was identified for the year ended 31 December 2024. For the year ended 31 December 2023, an

impairment of $1.41m was recognised in relation to Fruitometry Limited, which is recorded as an investment in associate. Fruitometry is an agri-

tech start-up business that was impacted by lower demand than forecast due to two difficult growing seasons. A discounted cash flow model was

used to value the investment and as a result an impairment was recognised.

The following table summarises the financial information of associates.

New Zealand dollars

Ngutupiri

General

Partner

Limited

$000s

Te Kaha Gold

Investment

Partnership

$000s

TKG Orchard

Services

Limited

$000s

Waihau Bay

JV Limited

Partnership

$000s

Wai O

Kaha Gold

Landowners

Limited

Partnership

$000s

Fruitometry

Limited

$000s

TKL Logistics

Limited

$000s

Total

$000s

Summarised statement of

financial position

Current assets

- 26 712 - - 1,157 3,608 5,503

Non current assets

3,504 - 817 1,763 12,228 184 395 18,891

Total assets

3,504 26 1,529 1,763 12,228 1,341 4,003 24,394

Current liabilities

- - 146 - - 67 1,357 1,570

Non current Liabilities

- - 9 - - 386 - 395

Total liabilities

- - 155 - - 453 1,357 1,965

Net assets

3,504 26 1,374 1,763 12,228 888 2,646 22,429

Group share of ownership

64%33%50%50%26%26%33%

Summarised statement of

profit or loss

Revenue

- 70 1,071 - - 1,190 24,301 26,632

Profit

- 56 146 - - ( 78) ( 1) 123

Group reported share

of profit or loss

- 18 73 - - ( 20) - 71

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57SEEKA LIMITED | ANNUAL REPORT 2024
Accounting policies

Investment in joint arrangements are classified as either joint operations or joint ventures. The classification depends on the contractual rights and

obligations of each investor, rather than the legal structure of the joint arrangement.

Joint operations

The Group recognises its direct right to the assets, liabilities, revenues and expenses of joint operations and its share of any jointly held or incurred

assets, liabilities, revenues and expenses. These have been incorporated in the financial statements under the appropriate headings.

Joint ventures

Interests in joint ventures are accounted for using the equity method, after initially being recognised at cost in the statement of financial position.

b. Investment in joint arrangements

Name of entity

Country of

incorporationBusiness activity

Equity holding

31 December 2024

Equity holding

31 December 2023

Apanui Road Orchards Joint VentureNew ZealandOrcharding

50.0%50.0%

The Apanui Road Joint Venture is considered a joint operation based on the following:

–There is equal voting rights and influence;

–There is no investment vehicle that separates the entities from the parties to the arrangement; and,

–The legal form and contractual arrangements through which the investee operates give the parties rights to the individual assets and liabilities

of the investee (rather than the net assets as a whole).

The orchards of Apanui Road Orchards Joint Venture have a finite life, are carried at their fair value and are included in the consolidated financial

statements.

Accounting policies

Associates are entities over which the Group has significant influence, but not control, typically by holding between 20% to 50% of the voting rights in the

entity or exercising significant influence via directors on the Board.

Investments in associates are accounted for using the equity method after initially being recognised at cost and tested annually for impairment.

The Group's share of associates profits or losses are recognised in the statement of profit or loss and the carrying amount of the investment in the

statement of financial position.

Dividends or distributions received from associates are applied to reduce the carrying amount of the investment in the statement of financial position.

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ANNUAL REPORT 2024 | SEEKA LIMITED58
Other notes

This section contains all other note disclosures about the Group.

24. Contingencies

Seeka Limited has an active insurance claim under its Bailees Policy for the associated losses in kiwifruit orchard returns from fruit packed at the

OPAC site in 2022. The claim is being processed by the insurance company.

Any potential settlement will be paid to growers through Seeka Growers Limited. The amount and timing of the settlement at this stage is unknown.

25. Commitments

Capital commitment

At 31 December 2024, the Group was committed to incur capital expenditure of $1.88m (Dec 2023 - $4.06m) and nil (Dec 2023 - $1.41m) for

investments in associates. The committed capital expenditure includes accommodation builds, machinery and automation projects.

Operating lease commitments

The Group recognises right-of-use lease assets for all operating leases, except for short-term and low value leases, in accordance with NZ IFRS 16,

see note 13.

26. Related party transactions

Investment in subsidiaries

The consolidated financial statements incorporate the assets, liabilities and results of the following subsidiaries.

Name of entity

Country of

incorporationClass of shares

Equity holding

31 December 2024

Equity holding

31 December 2023

Trading subsidiaries

Aongatete Coolstores LimitedNew ZealandOrdinary

100%100%

AvoFresh LimitedNew ZealandOrdinary

100%100%

Delicious Nutritious Food Company LimitedNew ZealandOrdinary

100%100%

Integrated Fruit Supply & Logistics LimitedNew ZealandOrdinary

100%100%

Kiwi Coast Growers (Te Puke) LimitedNew ZealandOrdinary

100%100%

Northland Horticulture LimitedNew ZealandOrdinary

100%100%

OPAC Properties LimitedNew ZealandOrdinary

100%100%

Seeka East LimitedNew ZealandOrdinary

100%100%

Seeka OPAC LimitedNew ZealandOrdinary

100%100%

Seeka Share Trustee LimitedNew ZealandOrdinary

100%100%

Seeka Te Puke LimitedNew ZealandOrdinary

100%100%

Little Haven Holdings Pty LimitedAustraliaOrdinary

100%100%

Seeka Australia (Pty) LimitedAustraliaOrdinary

100%100%

Seeka Risk Management LimitedCook IslandsOrdinary

100%100%

Not-trading subsidiaries

CMS Logistics Limited

1

New ZealandOrdinary

69%69%

Eleos LimitedNew ZealandOrdinary

100%100%

Enviro Gro LimitedNew ZealandOrdinary

100%100%

Glassfields (NZ) LimitedNew ZealandOrdinary

100%100%

Guaranteed Sweet New Zealand LimitedNew ZealandOrdinary

100%100%

Kiwifruit Vine Protection Company LimitedNew ZealandOrdinary

100%100%

Nutritious Delicious Food Company LimitedNew ZealandOrdinary

100%100%

Seeka Fresh LimitedNew ZealandOrdinary

100%100%

Seeka Kiwifruit Industries LimitedNew ZealandOrdinary

100%100%

Verified Lab Services LimitedNew ZealandOrdinary

100%100%

Seeka Pollen Australia (Pty) LimitedAustraliaOrdinary

100%100%

1. In liquidation (solvent) as at 31 January 2024, and under notice to be removed from the Companies Register.

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59SEEKA LIMITED | ANNUAL REPORT 2024
Directors

Directors during the period were: F Hutchings, H Cartwright, S Cresswell, P R Cross, M Dewdney (appointed 1 December 2024), S Moss, C Tarrant

and A Waugh (resigned 31 December 2024).

Key management and compensation

Key management personnel are all Company directors or executives with the greatest authority for the Group’s strategic direction and management.

The following table details key management personnel compensation.

New Zealand dollars

2024

$000s

2023

$000s

Director fees

609 605

Executive salaries

2,499 2,384

Short term benefits

1,405 339

Total

4,513 3,328

During the year the Group provided $0.02m (Dec 2023 - $0.10m) of compensation to close family members of key management personnel. All

transactions were related to employee remuneration and made on normal employment contract terms and conditions.

Transactions

The following table details the transactions entered with related parties for post-harvest and orchard management services (excluding

transactions outlined and disclosed above).

New Zealand dollars

2024

$000s

2023

$000s

Purchase of services

Directors, key management and other personnel

2 6

Seeka Growers Limited and Avofresh Limited

The Group undertakes transactions with Seeka Growers Limited (SGL),

a related party which administers all kiwifruit revenues received for the

New Zealand business on behalf of supplying growers, and Avofresh

Limited, a related party which administers all avocado revenues for the

New Zealand business on behalf of supplying growers.

In the current period the Group received $214.57m (Dec 2023 -

$148.01m) for the provision of services to SGL and $2.24m (Dec 2023

- $2.05m) for the provision of services to Avofresh Limited.

Investments in associates

The Group undertakes transactions with its associates as described in

note 23, in the regular course of business and with normal commercial

terms and conditions. In the current period the Group received $6.82m

(Dec 2023 - $6.80m) from these transactions with associates for

the sale of goods and services, with $0.94m (Dec 2023 - $2.69m)

outstanding and owed to the Group at balance date.

In the current period the Group paid $1.68m (Dec 2023 - $1.38m) to

associates for the purchase or provision of goods and services, with

$0.09m (Dec 2023 - $0.21m) outstanding and due to them at balance

date.

Entities controlled or jointly controlled by key management personnel

The Group undertakes transactions with entities where its key

management personnel are deemed to either control or have joint

control over their operations. In the current period the Group paid

$3.33m (Dec 2023 - $2.04m) to these entities, for the purchase or

provision of goods and services, with nothing oustanding at balance

date (Dec 2023 - Nil). In the current period the Group received

$3.22m (Dec 2023 - $1.48m) from these entities, for the sale or

provision of goods and services, with $0.43m (Dec 2023 - $0.41m)

outstanding and due to the Group at balance date.

On 15 October 2024, a waiver from NZX Listing Rule 5.2.1 was granted

by NZ RegCo, New Zealand's listed market regulator. The waiver

allows Seeka to enter into post-harvest agreements with persons

associated with Seeka directors (being, related party growers) without

having to obtain shareholder approval in accordance with Rule 5.2.1.

Rule 5.2.1 provides shareholders with the opportunity to review

transactions where the Board may have been subject to an actual or

perceived influence by a related party.

In granting the waiver, NZ RegCo considered that Seeka's related

parties and their associated directors will not exercise undue influence

to achieve a favourable outcome from entering into Seeka post-

harvest agreements, as the agreements are prepared by management,

standardised, and offered to all growers, including related party

growers, on the same terms.

Directors Peter Ratahi Cross and Stewart Moss are associated with

related party growers that entered into post-harvest agreements with

Seeka during the year ended 31 December 2024 for the supply of

post-harvest services by Seeka. All related party transactions were

made on normal commercial terms and conditions and at market

rates. The terms of the post-harvest agreements for the year ended 31

December 2024 were entered into and negotiated on a commercial

basis, following the process set out in the waiver. The aggregate gross

revenue received by Seeka for the year ended 31 December 2024

related to these transactions with related party growers was $10.9m.

See Summary of waivers granted by NZX on page 91 for further

details.

Grower loyalty and employee share schemes

During the year, 56,000 shares were issued to Seeka Share Trustee

Limited, where the beneficial owners are key management personnel,

in accordance with the employee share scheme.

Additionally, during the year 78,846 shares were issued to Seeka

Share Trustee Limited, where the beneficial owners are key

management personnel, in accordance with the grower loyalty share

scheme.

See note 18 on page 50 and note 20 on page 52 for information

on the share schemes.

Terms and conditions

All related party transactions were made on normal commercial

terms and conditions and at market rates. Outstanding balances are

unsecured and are repayable in cash.

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ANNUAL REPORT 2024 | SEEKA LIMITED60
27. Risk management

The Group’s activities expose it to a variety of risks specific to producing

and selling horticultural crops, along with corporate financial risks related

to credit, liquidity, foreign currency and capital risk. The Group operates

a comprehensive risk assessment and mitigation programme through its

Audit and Risk Committee.

The Group's policy is to ensure that the Group creates value and

maximises returns to its shareholders and benefits for other stakeholders,

as well as ensuring that adequate financial resources are available for the

development of the Group’s business whilst managing its financial risks.

a. Risk management strategies related to orcharding,

post-harvest and retail operations

Horticultural operations expose the Group to risks to production and

market returns. The main short-term production risks are weather

events, diseases, and pests. These impact on volume and quality of

produce from the Group's orchards, volumes to post-harvest (both

from Group orchard operations and independent growers) and

volumes available to the retail business.

Market risks include price and exchange rate impact on orchard

operations (the amount the Group is paid for crops grown by the

Group) and impact on retail revenues where the Group imports and

sells produce, mainly bananas. The exchange rate risk on imports is

managed through the use of foreign exchange contracts to match

known and planned purchases. Market risks do not directly impact on

post-harvest operations, as charges are normally set prior to harvest

and deducted before sales revenues are paid to supplying growers.

The Group operates in five regions spread over two countries; New

Zealand's Northland, Coromandel, Gisborne and the Bay of Plenty

regions, and in Australia's Mundoona region of Victoria. Main produce

lines are kiwifruit, nashi pears, European pears, avocado and Kiwiberry,

with small production of other temperate-climate fruits. Group retail

activities are in New Zealand (including imported tropical produce),

Australia, Asia, Europe and the USA. The Group's geographical,

product and market spread limits the impact on Group operations from

an adverse event occurring in a specific region, produce or market. To

further mitigate risks, the Board uses the following strategies.

Production risks - weather events, disease and pests

The Group follows industry best practice to mitigate production risks.

This includes orchard management practices to optimise production from

Group orchards, and extensive planning to ensure post-harvest and retail

services are suitably resourced to manage each season's crop volumes.

In New Zealand the major climatic risks are hail, frost, storm damage and

drought.

–Hail events are typically highly localised, and for kiwifruit the Group has

access to industry hail insurance for its orchard operations, plus top-up

payments from a Seeka Growers Limited hail insurance programme.

–Frost events are typically regional, and the Group advocates best-

practice crop protection, including active frost management on kiwifruit

orchards operated by the Group and other growers supplying the

Group's post-harvest operations.

–Storm events are typically regional, and the Group advocates

best-practice crop protection, including shelter belts on all orchards

operated by the Group and other growers supplying the Group's post-

harvest operations.

–Drought events are typically regional, and the Group has invested

in irrigation in many of its orchards. The Group is also investing in

localised weather measurement on its orchards.

In Australia, the major climatic risks are drought, hail and fire. As the

owner or manager of all orchards supplying its Australian operations,

the Group actively manages climatic risks of its total production base.

The orchards are located on three sites in the Mundoona region.

–Drought events are typically regional, and to secure adequate

irrigation, the Group has purchased long-term water shares from a

reliable irrigation programme.

–Hail events are typically localised, and the Australian orchards are

geographically spread to reduce risk of total loss.

–Fire risk is typically from serious grass wild-fire occurring during

periods of extreme weather, with the Country Fire Authority

responsible for risk assessment and management of fire events.

The Group takes all practical steps to internally manage fire risk

including removing excess vegetation from Group properties.

All horticultural undertakings are susceptible to disease and pest

incursions. The kiwifruit vine disease Pseudomonas syringae

pv. actinidiae (Psa) is widespread throughout New Zealand and

Australia, and is being actively managed. Seeka has moved to contain

the outbreak and works to proactively monitor the orchards. The

Queensland fruit fly and brown marmorated stink bug are potential

threats to the horticulture industry. To minimise the risk of crop loss

the Group monitors its orchards and undertakes recognised spray

programmes to protect crops to the fullest extent possible. Seeka also

relies on the Ministry for Primary Industries to protect New Zealand's

borders from introduced diseases.

Climate change

As a horticultural based business, Seeka is exposed to the long-term

impact of climate change through potential reduced production crop

yields. In addition to responding to weather events, future regulatory

change may impact Seeka through revised policies that limit the use

of chemical inputs on orchards, require soil monitoring and reporting,

introduce carbon taxes, and implement water restrictions.

To respond to this Seeka;

–Has a Board Sustainability Committee to assist in governance;

–Is measuring its carbon footprint, has set reduction targets, and

implemented carbon-reduction initiatives;

–Is actively engaged in developing orchard management practices to

measure the environmental impact on orchards; and

–Ensures new developments undertaken by Seeka include water

accessibility as part of the development design, whether via stream

access, onsite storage, or developing wetlands.

Market returns

New Zealand kiwifruit

The Group has no direct market risk from the sale of kiwifruit

harvested from lease operations, as all export marketing activities

beyond Australia are undertaken by Zespri Group Limited (Zespri)

under statutory regulations. The Group, however, is impacted by the

level of Zespri's market returns which impact on the Group's orchard

profitability. The Group monitors Zespri returns and uses modelling

techniques to analyse current and projected orchard income. This

information is used when setting Group budgets and orchard lease

terms.

New Zealand avocado and Kiwiberry

The Group has a direct market risk from the sale of avocado and

Kiwiberry, with half of Kiwiberry sales and all avocado sales managed

by the Group's retail operations. The Group forecasts seasonal supply,

monitors market conditions, develops a sales programme around

the needs of key retailers and controls product quality and supply to

optimise market access and returns. This information is used when

setting Group budgets and orchard lease terms.

The Group has no direct currency risk from export sales as it does not

own the products but acts as the growers’ agent.

Imported tropical produce

The Group has direct market, price and currency risk from imported

fruit produce (banana, pineapple and papaya) where the Group

imports fruit produce for sale as the principal through its supply

and sale contracts. The Group may hedge up to the total known and

projected cash flows to manage exchange risk. The Group has no

material direct price and currency risk from imported fruit produce

where the supply agreement enables the Group to amend its purchase

price according to trading conditions.

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61SEEKA LIMITED | ANNUAL REPORT 2024
Australian produce

The Group has a direct market and price risk from the sale of all Australian product which is managed by the Group's Australian operations. As

one of the largest growers and suppliers of Australian kiwifruit and nashi pears, the Group has developed strong relationships with key retailers.

The Group forecasts seasonal supply, monitors market conditions, develops a sales programme around the needs of key retailers and controls

product quality and supply to optimise market access and returns.

Seeka Australia is the Group’s single international operation, exposing the Group to the Australian dollar. Foreign exchange risk includes future

commercial transactions, assets, liabilities and net investments. Currency exposure from net assets is managed through borrowings in Australian

dollars, see note 17.

b. Credit risk

Credit risk arises from cash and cash equivalents and deposits with banks and financial institutions, as well as credit exposures to customers, including

outstanding receivables, derivative financial instruments and committed transactions.

The maximum credit risk is the financial loss to the Group if counterparties fail to discharge a contractual obligation. The Group's maximum exposure is

the carrying amount of the respective recognised financial assets as stated in the statement of financial position.

For banks and financial institutions, only registered banks or their subsidiaries are accepted. The Group does not generally require any collateral or

security to support financial instruments due to the quality of the financial institutions.

For customers, including outstanding receivables, the Group deals predominantly with growers for which it receives payment for post-harvest services

directly from Seeka Growers Limited through its contractual agreement to deduct from Zespri receipts received by Seeka Growers Limited. Credit risk is

therefore not considered significant.

Trade receivables

The Group applies the NZ IFRS 9 Financial Instruments (NZ IFRS 9) simplified approach to measuring expected credit losses which uses a lifetime

expected loss allowance for all trade receivables. Management factors in forward-looking information, including future crop and return forecasts,

and the macro economic environment when assessing the recoverability of trade receivables. Many outstanding receivables relate to debtors where

balances are secured by future crop returns. No adjustments were made to the assessment as a result of these factors.

To measure the expected credit losses, trade receivables have been grouped based on days past due. The expected loss rates are based on the payment

profiles of sales over a 12 month period before 31 December 2024 and the corresponding historical credit losses during this period, adjusted for any

significant known amounts that are not recoverable. Management identifies any non-recoverable debts through regular conversations with debtors.

On that basis, the following table details the provision for doubtful debts.

31 December 202431 December 2023

More than

30 days

past due

More than

60 days

past due

More than

120 days

past due

2024

Total

More than

30 days

past due

More than

60 days

past due

More than

120 days

past due

2023

Total

Expected loss rate

0.7%2.2%2.9%0.5%0.8%1.1%

Gross carrying amount -

trade receivables ( $000s)

401 248 3,285 3,934 1,090 775 6,297 8,162

Loss allowance ( $000s)

258491456271

New Zealand dollars

2024

$000s

2023

$000s

At 1 January

262 243

Movement in the current year

500 19

At 31 December

762 262

Calculation for loss allowance

Loss allowance per NZ IFRS 9

91 71

Specific debtor provision(s)

671 191

At 31 December

762 262

c. Liquidity risk

Liquidity risk is the risk that the Group will encounter difficulty in meeting the obligations associated with its financial liabilities.

The Group’s policy is to regularly monitor its expected cash flows, liquidity requirements and its compliance with lending covenants, to ensure

that it maintains sufficient reserves of cash and adequate committed lines of funding from major financial institutions to meet its liquidity

requirements in the short and longer term. Cash flow forecasting allows for the seasonal nature of Group operations.

When cash flow exceeds working capital management, funds are invested in interest bearing current accounts.

At balance date, the Group had $201.36m (Dec 2023 - $200.79m) of available credit of which $140.29m (Dec 2023 - $177.58m) was drawn. All

credit lines are currently provided by a bank syndicate comprised of five lenders across New Zealand and Australia, where Westpac New Zealand

Limited acts as the syndicate agent lender, security trustee and lead lender.

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ANNUAL REPORT 2024 | SEEKA LIMITED62
The following table details the remaining contractual maturities at balance date of the Group’s financial liabilities.

New Zealand dollars

Less than

1 year

$000s

Between

1 and 2

years

$000s

Between

2 and 5 years

$000s

Over

5 years

$000s

At 31 December 2024

Trade and other payables

34,829 - - -

Lease liabilities

10,213 7,409 18,791 26,155

Interest bearing liabilities

11,621 59,925 68,744 -

Total contractual maturities

56,663 67,334 87,535 26,155

At 31 December 2023

Trade and other payables

25,278 - - -

Lease liabilities

9,941 9,366 15,732 29,723

Interest bearing liabilities

49,291 59,970 68,322 -

Total contractual maturities

84,510 69,336 84,054 29,723

d. Capital risk

Capital risk management focuses on ensuring the Group continues to operate as a going concern and maintains an optimal capital structure to

support its business, maximise shareholder value, and the benefits delivered to other stakeholders.

The Group may maintain or adjust its capital structure by adjusting dividends, returning capital to shareholders, issuing new shares or selling assets.

The Group monitors capital on the basis of shareholder equity ratio, as calculated by total shareholder funds divided by total assets.

The following table details the Group’s shareholder equity ratio at balance date.

New Zealand dollars

2024

$000s

2023

$000s

Total shareholder funds

266,403 259,949

Total assets

549,862 548,811

Shareholder equity ratio

48.45%47.37%

The Group is subject to, and monitors, financial covenants imposed by its lenders, including maintenance of equity ratios, net leverage ratios,

and earnings times interest cover. At no stage during the year did the Group breach any of its lending covenants. The Group, however, obtained

agreement from its banking syndicate in June 2023 to modify two of it covenants (net leverage and interest cover) to 31 December 2024.

e. Price risk - equity securities

The Group has minor exposure to equity securities price risk through incidental investments classified in the statement of financial position as

investment in financial assets. The majority of these investments are in industry-related entities, only some of which are publicly traded.

A 10% increase or decrease in equity investments with all other variables held constant, has minimal impact on the Group's profit and equity

reserves.

The Board periodically reviews the performance and strategic benefits of these investments. No other formal risk management procedures are

deemed necessary.

The change in the fair value of an investment is recorded through comprehensive income whenever a previous revaluation reserve balance is

available. When no such reserve exists, any related loss is processed directly in the statement of profit or loss, otherwise available reserves are

utilised to offset the loss.

f. Cash flow interest rate risk

The Group's cash flow interest rate risk arises primarily from short and long-term variable rate borrowings from financial institutions. The Board

continuously reviews term borrowings and uses interest rate swaps to hold a portion of borrowings at fixed rates; these are designated as effective

hedging instruments and hedge accounting is applied.

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63SEEKA LIMITED | ANNUAL REPORT 2024
The following table outlines the expected undiscounted cash flows relating to the Group's outstanding term and current debt at balance date.

New Zealand dollars

Between

0 and 3

months

Between

3 and 6

months

Between

6 and 12

months

Between

1 and 2

years

Between

2 and 5

years

Over

5

years

At 31 December 2024

Expected undiscounted cash flows based

on current market interest rates ($000s)

2,134 2,134 4,268 3,574 329 -

Floating rate

5.82%

Average term rate

6.09%

At 31 December 2023

Expected undiscounted cash flows based

on current market interest rates ($000s)

2,953 2,953 5,905 4,537 376 -

Floating rate

7.23%

Average term rate

6.64%

28. Determination of fair values of financial and non-financial assets and liabilities

The following table analyses assets and liabilities carried at fair value.

The different levels are defined as:

–Level 1: quoted prices (unadjusted) in active markets for identical

assets or liabilities that the entity can access at the measurement

date.

–Level 2: inputs other than quoted prices included in level 1 that are

observable for the asset or liability, either directly or indirectly.

–Level 3: unobservable inputs for the asset or liability that have to

be developed to reflect the assumptions that a market participant

would use when determining an appropriate price.

New Zealand dollars

Level 1

$000s

Level 2

$000s

Level 3

$000s

Total

$000s

Biological assets - crop at fair value

- - 227 227

Land

- - 50,230 50,230

Buildings

- - 230,152 230,152

Other financial assets

- - 702 702

The following table details interest rate and price sensitivity of the Group’s financial assets and liabilities and their impact on the statement of profit

or loss or equity. Cash and advance balances do not attract interest and are not subject to pricing risk, and are therefore excluded from this analysis.

Interest rate riskPrice risk

Carrying

amount

$000s

-1 %+ 2%- 10%+ 10%

New Zealand dollars

Profit

$000s

Equity

$000s

Profit

$000s

Equity

$000s

Profit

$000s

Equity

$000s

Profit

$000s

Equity

$000s

At 31 December 2024

Financial assets

Current and non current trade

and other receivables

32,901 - - - - ( 3,290) ( 3,290) 3,290 3,290

Investment in financial assets

1,310 - - - - ( 131) ( 131) 131 131

Derivative assets

- - ( 1,608) - 3,144 - - - -

Financial liabilities

Derivative liabilities

325 - - - - - - - -

Trade and other payables

34,829 - - - - - - - -

Current interest bearing liabilities

128,669 1,287 1,287 ( 2,573) ( 2,573) - - - -

Non-current interest bearing

liabilities

11,621 116 116 ( 232) ( 232) - - - -

Total increase / (decrease)

1,403 ( 205) ( 2,805) 339 ( 3,421) ( 3,421) 3,421 3,421

At 31 December 2023

Financial assets

Current and non current trade

and other receivables

35,971 - - - - ( 3,597) ( 3,597) 3,597 3,597

Investment in financial assets

1,261 - - - - ( 126) ( 126) 126 126

Derivative assets

1,249 - - - - - - - -

Financial liabilities

- ( 1,690) - 2,994 - - - -

Trade and other payables

25,278 - - - - - - - -

Current interest bearing liabilities

49,291 493 493 ( 986) ( 986) - - - -

Non-current interest bearing

liabilities

128,292 1,283 1,283 ( 2,566) ( 2,566) - - - -

Total increase / (decrease)

1,776 86 ( 3,552) ( 558) ( 3,723) ( 3,723) 3,723 3,723

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ANNUAL REPORT 2024 | SEEKA LIMITED64
The reconciliations for level 3 fair value requirements are shown.

–Land and buildings (note 10)

–Biological assets - crop (note 12)

–Other financial assets (note 22)

The following table shows the valuation techniques used in the determination of fair values within level 3 of the hierarchy, as well as the key

unobservable inputs used in the valuation models.

TypeFair valueMethodKey unobservable inputs

How unobservables

impact estimated fair

value

Biological assets -

crop at fair value

Includes New Zealand

avocados and Australian

plums and speciality pears.

$ 0.23 mEstimated market value less selling

costs and costs to market (have

achieved sufficient biological

transformation). See note 12.

Forecast yields.

Market sales price.

Costs to harvest.

Increases with yields.

Increases with price.

Decreases with higher

costs.

Land and buildings$ 280.38 mAn annual revaluation is used

to estimate fair value, which is

performed, at a minimum, on

approximately one third of land and

buildings on a rolling 3-year cycle

by an independent valuer using

three different approaches; sales

approach, capitalisation of rents

approach and discounted cash flow

approach. See accounting policies

below and note 10 for further

details.

Comparative market

rents and applicable

discount rate.

Comparative market

sales.

Current level of building

costs.

Increases with market

rental, and lower

discount rates.

Increases with market

sales.

Increases with building

costs.

Other financial assets$ 0.70 mCalculating the present value

of expected cash flows using

contractual interest rates, expected

repayment dates and discount rate.

Repayment dates.

Discount rates.

Increases with an earlier

repayment date.

Increases with a lower

discount rate.

Accounting policies

Financial assets, liabilities and instruments

The fair value of financial assets and financial liabilities must be estimated for recognition and measurement or for disclosure purposes. Fair value

measurements are categorised into a three-level hierarchy, based on the types of inputs to the valuation techniques used.

The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and trading and investment in shares) is based

on quoted market prices at balance date (level 1 inputs). The quoted market price used for financial assets held by the Group is the current bid

price; the appropriate quoted market price for financial liabilities is the current ask price.

The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using

valuation techniques (level 2 inputs). The Group uses the appropriate method and makes assumptions that are based on market conditions at

each balance date. Quoted market prices or dealer quotes for similar instruments are used for long-term debt instruments held.

The fair value of interest rate swaps are calculated as the present value of the estimated future cash flows. Other techniques, such as estimated

discounted cash flows, are used to determine fair value for the remaining financial instruments.

Trade receivable and payables

The carrying value less estimated credit adjustments of trade receivables and payables are assumed to approximate their fair values due to

their short term nature. The fair value of financial assets and liabilities with unobservable inputs (level 3), reflects the assumptions that market

participants would use when determining an appropriate price; additional disclosure is provided for the inputs and assumptions used in such

cases.

Land and buildings

Fair value is based on an annual revaluation, which is performed on land and buildings based on at least a rolling three-year cycle by an

independent valuer, with a minimum of one third of land and buildings assets valued each year using three different approaches as described in

note 10.

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29. Derivative financial instruments

New Zealand dollars

2024

$000s

2023

$000s

Assets

Interest rate swap contracts and forward exchange contracts - cash flow hedge

- 1,249

Liabilities

Interest rate swap contracts and forward exchange contracts - cash flow hedge

325 -

Group bank loans currently bear an average variable interest rate of 6.1% (Dec 2023 – 8.0%), with the Group using interest rate swaps to protect

the term portion of the loans.

Swaps cover 54% (Dec 2023 - 61%) of the term liabilities at balance date and are classified as held for trading or as cash flow hedges.

Cash flow hedges

The following table details the interest rate swaps.

Term loan

Amount

$000sVariable rateLoan maturity

Hedge fixed rate

excluding bank

margin

Hedge

effective dateHedge expiry

NZD $50m

50,000 8.19%

31 January 2027

2.89%

10 May 202231 January 2025

NZD $20m

20,000 8.00%

31 January 2026

4.12%

31 January 202431 January 2026

NZD $50m

50,000 8.38%

31 January 2027

4.10%

31 January 202531 January 2028

Total (NZD)

120,000

All interest rate swaps are on a hedge ratio ranging from 0.5 : 1.0 to 1.0 : 1.0 basis with the associated term loan value.

The following table details the forward exchange contracts.

Term loan

Amount LCY

$000sSpot rateHedge fixed rateHedge expiry

2024

AUD - NZD hedges

300 0.9070 0.9146

24 January 2025

USD - NZD hedges

500 0.5640 0.5748

30 October 2025

NZD - EUR hedges

304 0.5422 0.5503

31 January 2025

NZD - USD hedges

4,170 0.5640 0.6082

3 January 2025

NZD - AUD hedges

400 0.9070 0.9021

3 January 2025

2023

AUD - NZD hedges

1,412 0.9279 0.9040

7 February 2024

USD - NZD hedges

200 0.6340 0.5874

26 January 2024

NZD - EUR hedges

337 0.5724 0.5992

29 February 2024

NZD - USD hedges

2,395 0.6340 0.6438

4 January 2024

NZD - AUD hedges

2,000 0.9279 0.7544

30 January 2024

The fair values of the interest rate swaps and forward exchange contracts are determined by Westpac New Zealand Limited and reviewed by the Board.

The gains and losses are recognised in the statement of comprehensive income.

Hedge effectiveness

Hedge effectiveness is determined at the inception of the hedge relationship and through annual prospective effectiveness assessments to ensure

that an economic relationship exists between the hedged item and hedging instrument.

The Group enters into interest rate swaps that have similar critical terms as the hedged item, such as reference rate, reset dates, payment dates,

maturities and notional amount. The Group enters into foreign exchange contracts where purchases or receipts are expected to be settled in that

foreign currency. The Group does not hedge 100% of its loans or foreign exchange contracts.

Hedge ineffectiveness may occur due to:

–the credit value/debit value adjustment on the interest rate swaps which is not matched by the loan,

–differences in critical terms between the interest rate swaps and loans, or,

–trading ceases to exist in the foreign currency.

There was no material ineffectiveness during 2024 or 2023 in relation to the interest rate swaps or foreign exchange contracts.

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ANNUAL REPORT 2024 | SEEKA LIMITED66
30. Financial instruments summary

The following table categorises the Group's financial assets.

New Zealand dollars

Financial assets

at amortised

cost

$000s

Financial assets

at fair value

through profit

or loss

$000s

Total

$000s

At 31 December 2024

Cash and cash equivalents

2,983 - 2,983

Trade and other receivables excluding prepayments

24,958 - 24,958

Non current trade and other receivables excluding prepayments

3,572 - 3,572

Investment in shares

- 1,310 1,310

Total financial assets at 31 December 2024

31,513 1,310 32,823

At 31 December 2023

Cash and cash equivalents

5,207 - 5,207

Current trade and other receivables excluding prepayments

27,011 - 27,011

Non current trade and other receivables excluding prepayments

3,367 - 3,367

Derivative financial instruments

- 1,249 1,249

Investment in financial assets

- 1,261 1,261

Total financial assets at 31 December 2023

35,585 2,510 38,095

Accounting policies

Derivative financial instruments and hedging

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently re-measured to their fair value

at each balance date. The resulting gain or loss is recognised as a financing cost in profit or loss immediately unless the derivative is designated and

effective as a hedge instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

Hedge accounting

The Group designates certain derivatives as cash flow hedges. At the inception of the hedge relationship the Group documents the relationship

between the hedging instrument and 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 that is

used in a hedging relationship is highly effective in offsetting changes in cash flows of the hedged item.

Cash flow hedge

Hedge accounting is discontinued when the Group revokes the hedge relationship, the hedging instrument expires or is sold, terminated, exercised

or no longer qualifies for hedge accounting. When a hedging instrument expires, is sold, or no longer meets the criteria for hedge accounting, any

cumulative gain or loss existing in equity at that time remains in other comprehensive income and is recognised when the forecast transaction is

ultimately recognised in the statement of profit or loss. When a forecast transaction is no longer expected to occur, the cumulative gain or loss

that was reported in comprehensive income is immediately transferred to the statement of profit or loss within other gains / (losses).

Derivatives and financial instruments

The Board uses judgement in selecting an appropriate valuation technique for financial instruments not quoted in an active market. Valuation

techniques commonly used by market practitioners are applied. For derivative financial instruments, assumptions are based on quoted market

rates and reliance placed on quotes provided by Westpac New Zealand Limited.

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67SEEKA LIMITED | ANNUAL REPORT 2024
Accounting policies

The Group classifies its financial instruments in the following categories in accordance with NZ IFRS 9:

–amortised cost for financial assets and liabilities,

–assets at fair value through other comprehensive income (FVOCI),

–assets at fair value through profit or loss (FVTPL),

–liabilities at fair value through profit or loss, and

–other financial liabilities.

The classification of financial assets and liabilities under NZ IFRS 9 is generally based on the business model in which the financial instrument is

managed and its contractual cash flows characteristics.

On initial recognition, a financial instrument is classified as measured at amortised cost, FVOCI and FVTPL.

Financial instruments are not reclassified subsequent to their initial recognition unless the Group changes its business model in which case all

affected financial instruments are reclassified on the first day of the first reporting period following the change in the business model.

A financial instrument is measured at amortised cost if it meets both of the following conditions and is not designated at FVTPL:

–it is held with the objective to collect contractual cash flows; and

–its contractual terms give rise on specified dates to cash flows that are solely for the payments of principal and interest on the principal amount

outstanding.

On initial recognition of an equity investment that is not held for trading, the Group may irrevocably elect to present subsequent changes in the

investment’s fair value in other comprehensive income. The election is made on an investment by investment basis.

All financial instruments not classified as measured at amortised cost or FVOCI as described above are measured at FVTPL.

The following table categorises the Group's financial liabilities.

New Zealand dollars

Financial

liabilities at

amortised cost

$000s

Total

$000s

At 31 December 2024

Trade and other payables

34,829 34,829

Current interest bearing liabilities

11,621 11,621

Derivative financial instruments

325 325

Non current interest bearing liabilities

128,669 128,669

Total financial liabilities at 31 December 2024

175,444 175,444

Financial liabilities as at 31 December 2023

Trade and other payables

25,278 25,278

Current interest bearing liabilities

49,291 49,291

Non current interest bearing liabilities

128,292 128,292

Total financial liabilities at 31 December 2023

202,861 202,861

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Grant Thornton New Zealand Audit Limited

L4, Grant Thornton House

152 Fanshawe Street

PO Box 1961

Auckland 1140


T +64 (0)9 308 2570

www.grantthornton.co.nz




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services to their clients and/or refers to one or more member firms as the context requires. Grant Thornton New Zealand Limited is a member firm of Grant Thornton International Ltd (GTIL). GTIL and

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To the Shareholders of Seeka Limited

Report on the Audit of the Financial Statements

Opinion

We have audited the financial statements of Seeka Limited (the Company), including its subsidiaries (the Group) on pages 22

to 67 which comprise the Group’s statement of financial position as at 31 December 2024, and the statement of

comprehensive income, statement of profit or loss, statement of changes in equity and statement of cash flows for the year

then ended, and notes to the financial statements, including material accounting policy information.

In our opinion, the accompanying financial statements present fairly, in all material respects, the financial position of the Group

as at 31 December 2024 and of its financial performance and cash flows for the year then ended in accordance with New

Zealand Equivalents to International Financial Reporting Standards (NZ IFRS) issued by the New Zealand Accounting

Standards Board and IFRS Accounting Standards issued by the International Accounting Standards Board.

Basis for Opinion

We conducted our audit in accordance with International Standards on Auditing (New Zealand) (ISAs (NZ)) issued by the New

Zealand Auditing and Assurance Standards Board. Our responsibilities under those standards are further described in the

Auditor’s Responsibilities for the Audit of the Financial Statements section of our report. 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) (IESBA Code), and we have fulfilled our other ethical responsibilities in

accordance with these requirements and the IESBA Code. We believe that the audit evidence we have obtained is sufficient

and appropriate to provide a basis for our opinion.

Our firm carries out other assignments for the Group in the area of agreed upon procedures in respect to the debt covenant

compliance certificate and interim financial statements. The provision of these services have not impaired our independence

as auditor of the Group. Subject to certain restrictions, partners and employees of our firm may also deal with the Group on

normal terms within the ordinary course of trading activities of the business of the Group. This matter has not impaired our

independence as auditor of the Group. The firm has no other relationship with, or interest in, the Group.

Key Audit Matters

Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial

statements of the current period. These matters were addressed in the context of our audit of the financial statements as a

whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.



Independent Auditor’s Report


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69SEEKA LIMITED | ANNUAL REPORT 2024

Key audit matters Our procedures to address the key audit matter

Goodwill Impairment assessment


As disclosed in note 11 of the financial statements,

the carrying amount of the Group’s goodwill

amounting to $20.2 million, is included within one

cash generating unit (CGU) as at 31 December 2024.


In addition to the above, the market capitalisation as

at 31 December 2024 was lower than the carrying

amount of the Group’s net assets. This is an indicator

of impairment and required additional analysis and

interpretation.

The impairment assessment is a key audit matter due

to significant level of judgement involved in

determining the methodology and assumptions used

in the testing.


To determine whether the carrying value of goodwill,

and the carrying values of all other CGUs is

reasonable, management performed an impairment

assessment on a value-in -use (VIU) basis.


Impairment tests prepared by management were

based on discounted cashflow models using Board

approved budgets for the year ending 31 December

2025 and combined with forecasted cashflows for

subsequent years. The Board approved budgets have

been allocated to the CGUs to meet the requirements

of NZ IAS 36 Impairment of Assets.


The key assumptions in assessing the CGUs carrying

value were as follows:

- Annual EBITDA growth rate;

- The terminal value growth rate; and

- The pre-tax discount rate

Refer to note 11 in the financial statements for

disclosures on the key assumptions and impairment

assessments of the carrying value of the CGUs.


The procedures we performed to evaluate the impairment

assessments included:


- assessed whether the methodology adopted was

consistent with accepted valuation approaches under NZ

IAS 36 Impairment of Assets;


- evaluated the Group’s determination of CGUs and

whether they were appropriate. This included reviewing

internal management reporting to assess the level at

which the Group monitors performance, comparing CGUs

to our knowledge of the Group’s operations and reporting

systems, and reconciling assets allocated to CGUs to

accounting records;


- obtained management’s impairment assessments and

tested the mathematical accuracy of the VIU calculations;


- challenged management’s assumptions and estimates

used to determine the re coverable value of its CGUs,

including but not limited to those re lating to fore casted

re venue, expenditure and discount rates applied;


- compared forecasted cashflows used for the year ending

31 December 2025 to the Board approved budget and

five-year plan;


- assessed the Group’s forecasting accuracy by

comparing historical forecasts to actual results;


- engaged our own internal valuation experts to assess

the valuation methodology’s compliance with NZ IAS

36, and the appropriateness of the pre-tax discount

rates and terminal growth rates, based on their

experience and external evidences;


- assessed whether there were any material movements in

assumptions between 30 November 2024 test date and

31 December 2024 balance date; and


- we audited the disclosures in the financial statements to

ensure they are compliant with the requirements of the

relevant accounting standards.


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ANNUAL REPORT 2024 | SEEKA LIMITED70

Valuation of land and buildings


As disclosed in note 10 of the financial statements,

the Group has a policy of revaluing its land and

buildings on at least a three-year rolling cycle

(excluding assets under construction), with

approximately one-third of the properties revalued at

each balance date by an independent external valuer

using three different methods to arrive at a fair value.


For properties not subject to external valuations, the

Group assesses whether asset values remain

appropriate and materially reflect fair value,

considering the results of third-party valuations and

other recent market data. The inclusion of land and

buildings' valuation as a key audit matter arises from

the substantial judgment involved in the valuations.


As at 31 December 2024, 38% of the portfolio value

was externally revalued.


The total value of the Group’s land and buildings as at

31 December 2024 is $281.4 million.

Our procedures, amongst others, included:

- obtained and agreed the schedule of revalued property to

the respective independent valuation reports, performed

by valuation experts;


- evaluated the qualifications and work of management’s

external valuation experts;


- engaged with our own external valuation specialist to

scrutinize the efforts of third-party valuers and evaluate

the validity of assumptions made, including the valuation

approaches and methods adopted;


- Reviewed and challenged management’s assessment of

carrying values of the land and buildings not subject to

external valuations by comparing our own assessment of

valuation ranges using our external valuation expert;


- confirmed each property valuation is performed in

accordance with the valuation standards that are accepted

as suitable by accounting standards for use in determining

the carrying value as at 31 December 2024;


- recalculated the revaluation adjustment to be recorded for

the year of each revalued property as at 31 December

2024; and


- we audited the disclosures in the financial statements to

ensure they are compliant with the requirements of the

relevant accounting standards.


Information Other than the Financial Statements and Auditor’s Report thereon

The Directors are responsible for the other information. The other information comprises the 2024 Overview, Financial Review,

Greenhouse Gas Reporting, Governance and Directory, but does not include the financial statements and our auditor’s report

thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of audit opinion

or assurance conclusion thereon.

In connections with our audit of the financial statements, our responsibility is to read the other information and, in doing so,

consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the

audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a

material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Directors’ responsibilities for the Financial Statements

The Directors are responsible on behalf of the Group for the preparation and fair presentation of the financial statements in

accordance with NZ IFRS and IFRS Accounting Standards, and for such internal control as the Directors determine is

necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or

error.

In preparing the 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.

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71SEEKA LIMITED | ANNUAL REPORT 2024

Auditor’s responsibilities for the Audit of the Financial Statements

Our objectives are to obtain reasonable assurance about whether the 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 (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

financial statements.

A further description of the auditor’s responsibilities for the audit of the financial statements is located on the External

Reporting Board’s website at: https://www.xrb.govt.nz/standards/assurance-standards/auditors-responsibilities/audit-report-1/

Restriction on use of our report

This report is made solely to the Company’s shareholders, as a body. Our audit work has been undertaken so that we might

state to the Company’s shareholders, as a body those matters which 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 and its shareholders, as a body, for our audit work, for this report or for the opinion we have formed.

Grant Thornton New Zealand Audit Limited


Yasin Mohammed

Partner

Auckland

27 February 2025


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ANNUAL REPORT 2024 | SEEKA LIMITED72
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73SEEKA LIMITED | ANNUAL REPORT 2024
Governance

74 Corporate governance statement

86 Board of directors

88 Interests register

89 Directors’ interests in Seeka Limited securities

90 Subsidiary companies

91 Other disclosures

93 Securities statistics

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ANNUAL REPORT 2024 | SEEKA LIMITED74
Corporate governance statement

As at 31 December 2024

At Seeka we conduct our business safely and ethically within the legal and regulatory framework so we can deliver the best outcomes for our growers,

clients, employees, shareholders, customers and the communities we operate in.

Seeka’s Board and management are committed to best practice governance and Seeka has adopted the recommendations in the NZX Corporate

Governance Code, 31 January 2025 (the Code). Our practices are set out in this corporate governance statement. The Board regularly reviews

Seeka's corporate governance structures against the eight principle recommendations in the Code, and considers Seeka's practices and procedures

substantially meet Code recommendations. Any exceptions are noted in this governance statement, and listed on page 85 of this annual report.

Seeka's governance policies are available on Seeka's website, see Seeka.co.nz/corporate-governance.

The Board approved this governance statement on 27 February 2025.

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.”

Seeka commits to high ethical standards in all dealings undertaken by the Group’s directors, employees and suppliers. We are a produce business that

connects growers with customers. Our business spans cultural, regulatory, and country boundaries, and our directors and management understand

that high ethical standards deliver the best outcomes for our growers, clients, employees, shareholders, customers and communities.

Our commitment to ethical dealings is captured by Seeka’s core brand attribute “founded on relationships.”

Seeka’s Code of Ethics is included in employee induction packs, is available on Seeka’s intranet, and the code's principles and objectives are

promoted, with Seeka's Board reinforcing the company's expectations that employees will follow the highest standards of ethical behaviour. The code

outlines how directors and management are to consistently act with honesty and integrity, and model high ethical standards to all employees and

stakeholders, adhering to the principle “we do what we say and are accountable for what we do.”

The Code of Ethics provides clear guidance on:

• Conflicts of interest

• Proper use of Seeka information, assets and property

• Conduct, valuing individuals' differences and respecting all stakeholders

• Dealing with gifts or gratuities

• Whistle blowing for safe reporting of potential wrong doing

• Compliance with laws and Seeka policies

• Managing breaches of Seeka’s Code of Ethics

Seeka also has a strict Insider Trading Policy that applies to the Seeka team of directors, officers, senior managers and all employees, that prohibits

team members from direct or indirect dealing in Seeka financial products when holding inside information, plus a duty of confidentiality that protects

the dissemination and use of confidential company information.

The Insider Trading Policy defines black-out periods during which restricted persons (defined below) are prohibited from trading in Seeka shares

unless provided with a specific exemption by the Board. Each black-out period starts 30 days prior to, and finishes the first trading day after, key

events; being the half-year and full-year balance dates, and the release to the NZX of any announcement relating to an offer in Seeka shares.

Restricted persons includes all directors, executive officers, members of the management executive team and their administrative staff, any trusts

and companies controlled by such persons, and advisors. The policy also specifies that Seeka team members should not engage in short-term trading.

Prior to trading in Seeka shares, directors must notify the chair of the Board, and the chair must notify the chair of the audit and risk committee.

No breaches of the Code of Ethics or Insider Trading Policy were reported in the year.

Principle 2. Board Composition and Performance

“To ensure an effective board, there should be a balance of independence, skills, knowledge, experience and perspectives.”

Seeka’s Board commits to acting in the best interests of the company, to deliver benefits to stakeholders and grow shareholder returns.

Board charter and responsibilities

The Board Charter sets out the Board’s structure, appointments, remuneration, committees and process for performance review, along with the duties

and responsibilities of the Board and chief executive officer. Seeka’s Board is primarily responsible for:

• Robust and effective health and safety systems and standards that fully comply with relevant legislation

• Compliance with the Financial Markets Authority (FMA) and NZX Listing Rules

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75SEEKA LIMITED | ANNUAL REPORT 2024
• Meeting obligations under environmental, social and governance (ESG) principles

• Establishing key corporate objectives and strategies

• Monitoring management’s implementation of Seeka’s strategies

• Approving budgets and monitoring financial performance

• Ensuring the Group uses adequate risk-management strategies

• Issuing clear written delegation to the chief executive officer including detailing their responsibilities

• Ensuring timely and transparent stakeholder and market communication

The Board follows NZX corporate governance rules, including the directors' fiduciary duties to act in the Group's best interests, to exercise due skill

and care, and to comply with the Board charter and Group policies, procedures and codes, including ethics, insider trading and disclosures of trading

in Group shares. As required, directors are able to seek independent advice to aid decision making and have access to the external auditors without

management present.

The Board delegates to the chief executive officer to lead and manage Seeka’s operations, including being the company’s principal representative. The

chief executive officer is not a Board member.

Board composition

Seeka’s Company Constitution specifies that the Board has a minimum of three and a maximum of seven directors, with provision for an eighth

to be appointed between annual shareholder meetings for Board succession planning. This occurred on 1 December 2024 with the appointment

of independent director Mark Dewdney. On 31 December 2024, independent director Ashley Waugh resigned, with independent director Hayley

Gourley appointed on 1 January 2025. At the 16 April 2025 Annual Shareholders Meeting, independent Chair Fred Hutchings will retire, having served

12 years on the Board.

Directors are to contribute a mix of complementary skills that support Seeka’s objectives and strategies, with at least two being independent, and at

least two ordinarily residing in New Zealand. To maintain proper separation between governance and management, all directors are non-executive

and the constitution has no provision for a managing director.

Seeka’s Board is led by the independent chair Fred Hutchings, and for the full year the Board has had a majority of independent directors. The

following table outlines the transitions in Board composition in 2024.

Period

Number of

directors

Independent

directorsMajorityReason for change

1 January to 1 December74Ye s

Since 1 December85Ye sAppointment of independent director Mark Dewdney on 1 December

All directors reside in New Zealand.

The following table summarises director qualifications, independence, residency, skills and experience.

QualificationsIndependentNZ residentExecutive leadershipFinancialLegalSustainabilityKiwifruit industryGovernanceCulturalInternational marketsBrand managementTechnologyProperty valuation

Fred HutchingsBBS, FCA

    

Hayden CartwrightBEng

  

Sharon CresswellBA Hons, FCA

    

Ratahi Cross

    

Mark Dewdney

1

BMS

   

Hayley Gourley

2

MSc

     

Stewart Moss

  

Cecilia TarrantBA/LLB Hons, LLM

     

Ashley Waugh

3

BBS

     

1. Appointed 1 December 2024.

2. Appointed 1 January 2025.

3. Resigned 31 December 2024.

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ANNUAL REPORT 2024 | SEEKA LIMITED76
Director independence

The Board’s Charter follows NZX Listing Rules to determine the independence of a director. Directors must inform the Board of all relevant

information and the Board confirms director independence at least annually. The determination of each director's independence can be found at

www.seeka.co.nz/board-of-directors-investors/.

As Seeka’s foundation business is kiwifruit, the Board considers experience in the kiwifruit industry a core competency. Three directors that served

on the Board in 2024 are experienced in kiwifruit production and handling, and through their interests in kiwifruit orchards that supply Seeka were

considered non-independent directors;

• Hayden Cartwright

• Ratahi Cross; also an appointee of large Seeka shareholder Te Awanui Huka Pak Limited.

• Stewart Moss

During the year the Board had five independent directors. Director independence is defined as not having an interest, position or relationship that

could impact decision making;

• Fred Hutchings, Board chair

• Sharon Cresswell

• Mark Dewdney (appointed 1 December 2024)

• Cecilia Tarrant, and

• Ashley Waugh (resigned 31 December 2024)

On 31 December 2024, independent director Ashley Waugh resigned, with independent director Hayley Gourley appointed 1 January 2025.

Whilst Fred Hutchings has an interest in a small kiwifruit orchard, it is not considered a material business relationship that would impact his

independence.

Director appointments and induction

As required, the chair establishes a Nominations Committee to review the Board’s composition and performance, and recommend people with

complementary skills to join the Board. Nominees can be appointed by the Board, with the appointment to be approved by shareholders at the next

annual shareholder meeting, or nominated and elected to the Board by shareholders at the annual shareholder meeting. The Board provides guidance

to shareholders on a candidate’s suitability for appointment or reappointment.

Directors enter a written agreement covering the term of their appointment and are provided with detailed information about Seeka, the Group’s

strategies, policies and procedures, and any other training or support that will help the director become a fully-functioning member of the Board.

The chair undertakes an annual assessment of Board, director and committee performance, seeking assistance, as required, from the Nominations

Committee and external advisors.

Director tenure

At 31 December 2024 At 1 January 2025

4

2

2

5

3

2

0 to 3

years

3 to 6

years

6 to 9

years

9 to 12

years

12 to 13

years

0 to 3

years

3 to 6

years

6 to 9

years

9 to 12

years

12 to 13

years

2

1

1

2

1

1

1

1

1

1

1

1

00

3 Non-independent directors3 Non-independent directors

5 Independent directors5 Independent directors

While there is no maximum term, the Board annually reviews director length of service and any potential impact on director independence. When

the Board recommends the re-election of a director whom has served longer than 12 years, it will explain to shareholders its rationale for supporting

re-election.

Director profiles

Director profiles are listed on Seeka’s website (see Seeka.co.nz/investors), and are included on page 86 of this annual report. Full disclosure of

director interests according to section 140 (2) of the Companies Act 1993 are listed on page 88 of this annual report.

Diversity

Diversity is the range of attributes held by members of a group. Seeka’s Board believes diversity within the Board and the company provides a deeper

understanding of stakeholders, broadens the range of skills available to Seeka, and will lead to improved business performance.

The Board works to optimise diversity across directors, while managing an efficient governance process. The Board’s focus is on diversity in gender, culture

and ethnicity, business skills and innovative thinking as these attributes are key to understanding the operating environment of our key clients, creating

unique solutions, and improving stakeholder outcomes and shareholder returns. Notably, Ratahi Cross of Ngāi Tukairangi is a lecturer in Māori history.

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77SEEKA LIMITED | ANNUAL REPORT 2024
The following table reports self-identified gender composition of the Board and senior management team as at 31 December 2024.

FY24FY23

FemaleMaleGender diverseFemaleMaleGender diverse

Directors260250

Independent directors230220

Senior managers250250

Total41104100

The Board considers the composition of its independent directors a relevant measure of Board diversity. In FY24, following a director appointment as

part of Board succession planning, the number of independent directors that identify as female decreased to 40% (FY23: 50%), with the percentage

of all directors and senior managers that identify as female decreasing to 27% (FY23: 29%). At 1 January 2025, following a director resignation on 31

December 2024, and new director appointment on 1 January 2025, the number of independent directors that identify as female increased to 60%,

with the percentage of all directors and senior managers that identify as female increasing to 33%.

Diversity policy

Seeka is committed to providing an inclusive environment that supports a diversity of thinking and skills. Aspects of diversity include gender, ethnic

background, religion, marital status, culture, disability, economic background, education, language, physical appearance and sexual orientation.

Seeka's Diversity Policy promotes equal employment opportunities, and while it does not set measurable objectives, the Group has a very large

workforce drawing on local communities, as well as people from the Pacific and Asia through the recognised seasonal employer (RSE) scheme.

During the year ended 31 December 2024, Seeka performed in adherence to the principles of its Diversity Policy.

Professional development

Directors are supported to undertake professional development through individual training and by attending relevant courses.

Evaluation of board, committee and director performance

The Board Charter specifies that the chair undertakes an annual review of Board, committee and director performance. The chair's 2024 review found that

the Board, committees and directors have fulfilled all their duties and responsibilities for sound corporate governance as specified by the Board Charter.

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 permanent committees and will form ad-hoc committees to efficiently and effectively carry out key governance functions, while

retaining ultimate responsibility for all decisions and actions.

All committees operate under written charters which define the role, authority and operations of the committee. All Seeka directors and committee

members are non-executive, and Seeka management and other employees may only attend committee meetings when invited by the committee. The

Board reviews the Audit and Risk, Sustainability, Remuneration, and Nominations Committee Charters biennially.

Committee membership and workload management

Seeka is governed by a seven-member non-executive Board, except during succession planning when an eighth director may be appointed until the

next annual shareholders meeting, at which point the Board reverts to seven directors. To provide effective and transparent committee governance,

while managing workload across Board members, Seeka’s committee charters ensure each committee is chaired by an independent director, with

committee members drawn from both independent and non-independent directors to provide the best skill set. The Audit and Risk Committee

Charter specifies a majority of independent directors.

The current standing committees and their members are:

Audit and Risk

CompositionRoleMembersCharter

Independent chair with a minimum of two

other directors. The committee must have

a majority of independent directors, with at

least one having an accounting or financial

background. The chair may not be the

Board chair.

When not an appointed member, the Board

Chair will be an ex-officio member.

Reviews financial statements before submission

to the Board, including changes to accounting

policies and practices, major judgemental areas,

significant adjustments, tax position, solvency and

going concern assumptions, and compliance with

accounting standards, legislation, NZX and other

regulations. Monitors the audit process, including

periodic review of audit tenure, and monitors any

internal investigations. Establishes formal risk

management and insurance programmes. As

required, the committee also undertakes the duties

of a Due Diligence Committee.

Sharon Cresswell, chair

Hayden Cartwright

Ashley Waugh (chair to

23 May 2024, resigned 31

December 2024)

Hayley Gourley (from 20

January 2025)

Audit and Risk

Committee Charter

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ANNUAL REPORT 2024 | SEEKA LIMITED78
Sustainability

CompositionRoleMembersCharter

A minimum of two directors appointed by

the Board.

Ensures Seeka uses an appropriate reporting

framework, provides strategic guidance on targets,

measures and performance, and examines the

strategic implications of climate change.

Cecilia Tarrant, chair

Fred Hutchings

Ratahi Cross

Sustainability

Committee Charter

Remuneration

CompositionRoleMembersCharter

Independent chair with a minimum of two

other directors. When not an appointed

member, the Board chair will be an ex-

officio member.

Examines the performance, remuneration and

succession planning of the chief executive officer,

the remuneration of senior managers, company-

wide employee remuneration policy and human

resource plans and policies.

Fred Hutchings, chair

Cecilia Tarrant

Stewart Moss

Remuneration

Committee Charter

In addition, the chair periodically establishes an ad-hoc nominations committee.

Nominations

CompositionRoleMembersCharter

Independent chair with a minimum of two

other directors.

Examines the directors’ terms of engagement,

Board succession planning, seeks and evaluates

nominees, and advises the Board on director

appointments.

Established as requiredNominations

Committee Charter

In the event of a control transaction offer, the Board Charter provides for the formation of an ad-hoc Initial Response Committee and an Independent

Response Committee to enact the procedures and protocols of the Board's Takeover Response Manual.

Initial Response Committee

CompositionRoleMembers

Independent directors.Manage the initial response to an unexpected

takeover notice.

Fred Hutchings

Sharon Cresswell

Mark Dewdney

Cecilia Tarrant

Ashley Waugh (to 31 December 2024)

Hayley Gourley (since 1 January 2025)

Independent Response Committee

CompositionRoleMembers

Directors that are independent of the

bidder and of the bid.

Manage the takeover response and act in the

interests of all shareholders.

Appointed by the Board

To date there has been no need to convene an Initial Response Committee meeting or form an Independent Takeover Response Committee.

While the Board considers the current range of committees comprehensively manages the governance of Seeka’s business and provides the best

outcomes for shareholders and other stakeholders, the Board Charter allows ad-hoc committees to be formed as required to aid Board decision

making.

The Board and all committee meetings achieved their quorum in 2024 of having at least two-thirds of directors at each Board meeting and a

minimum of two member directors at each committee meeting.

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79SEEKA LIMITED | ANNUAL REPORT 2024
The following table reports Board and committee meeting attendance in 2024, see page 87 for changes to Board and committee membership

during the year.

IndependentBoardAudit and RiskSustainabilityRemuneration

directorMeetingsAttendedMeetingsAttendedMeetingsAttendedMeetingsAttended

Fred HutchingsYe s88--4333

Hayden CartwrightNo88109----

Sharon Cresswell

Ye s88109----

Ratahi CrossNo87--42--

Mark DewdneyYe s11------

Stewart MossNo88----33

Cecilia TarrantYe s87--4433

Ashley WaughYe s871010----

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.”

Seeka’s Board is committed to keeping investors and the wider market fully informed of all material information concerning the company’s operating

environment and business performance. In addition to all information required by law and NZX Listing Rules, Seeka provides stakeholders with a mid-

year performance update, along with regular operational updates to growers.

Seeka's Continuous Disclosure Policy covers the classification, timing and release of material information to investors and other stakeholders. The

chair of the Board, chair of the audit and risk committee, chief executive and chief financial officer (the disclosure committee) are responsible for

identifying material information between Board meetings. At every Board meeting the Board considers whether there is relevant material information

which should be disclosed to the market.

As stewards of around 4500 hectares of orchards in New Zealand and Australia, Seeka is committed to applying industry best practices and

international guidelines for all asset management, backed up by rigorous auditing. This includes certification to the international GLOBALG.A.P

standard for good agricultural practice that focuses production and supply management on the consumer’s demand for safe food.

See www.globalgap.org.

Seeka as an employer is focused on sustainable land management that supports long-term employment and wealth creation in our rural

communities, and has formally implemented the GLOBALG.A.P GRASP module with its extended social standards for worker health, safety and

welfare. See www.globalgap.org/what-we-offer/solutions/grasp/.

In New Zealand, Seeka has partnered with all supplying growers to form independent, grower-controlled entities that manage grower fruit returns;

kiwifruit growers appoint Seeka Growers Limited as their agent for the supply of kiwifruit to Seeka, with avocado growers appointing AvoFresh

Limited. See www.seeka.co.nz/seeka-grower-council and www.seeka.co.nz/avofresh.

Seeka Growers Limited and AvoFresh Limited manage market returns in independent bank accounts, approve all service distributions and grower

payments, and publish independently-audited annual financial statements. Seeka is represented on the entities’ controlling councils, provides

management support, and ensures grower representatives are kept informed on market conditions, industry issues and Seeka’s operational

performance for their fruit.

Seeka complies with the financial reporting requirements prescribed by the Companies Act 1993, Financial Markets Conduct Act 2013 and the NZX

Listing Rules. The chief executive and chief financial officer provide a letter of representation to the Board confirming that the financial statements

have been prepared in accordance with New Zealand equivalents to International Financial Reporting Standards (NZ IFRS) and fairly present the

financial position of the Group and the results of its operations and its cash flows for the year. Seeka also considers environmental, social and

governance impacts, and discloses to the market any factors that may materially affect operations.

Seeka's Sustainability Committee provides strategic guidance on its environmental, social and governance (ESG) framework, targets, measures and

performance. Since 2020, Seeka has been reporting its ESG initiatives in the annual and interim reports, and in June 2024 Seeka published its third

sustainability report.

Seeka's 2024 Sustainability Report details Seeka's journey to be a sustainable business and Seeka's aim to be net zero carbon by 2050, and an

employer of choice that provides excellent service to Seeka customers while supporting the wellbeing of our communities.

In February 2024, Seeka released its first climate-related disclosure report, compliant with the New Zealand Climate Standards (NZ CS1-3) for NZX-

listed companies. Seeka provides insights into climate-related risks and opportunities, and explains how Seeka plans to build resilience in response to

climate change.

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ANNUAL REPORT 2024 | SEEKA LIMITED80
Principle 5. Remuneration

“The remuneration of directors and executives should be transparent, fair and reasonable.”

Director remuneration

In accordance with the Board Charter, the chair uses independent professional advice and market information to review director remuneration within

a two year period, with shareholders approving any increase to the pool available to pay directors’ fees. Approval was last sought in April 2022, when

the pool limit was set at $610,000 per annum. As part of Board succession planning, the Board has had eight directors since 1 November 2024. Board

chair Fred Hutchings will retire at the 16 April 2025 annual shareholders meeting, after which the Board shall revert to seven directors.

As determined by the Board, the directors are remunerated by a base director fee, a Board chair fee, and chair or membership fees for three Board

committees as per the following schedule that was presented to shareholders in April 2022. The total Board chair fee will not exceed $140,000,

irrespective of whether the chair would otherwise be eligible for committee fees.

NumberDirector feeChair feePool

Board

7

$ 70,000$ 140,000$ 560,000

Audit and Risk, and Due Diligence Committee

3

$ 7,500$ 15,000$ 30,000

Sustainability Committee

3

$ 2,500$ 5,000$ 10,000

Remuneration Committee

3

$ 2,500$ 5,000$ 10,000

Total director pool

$ 610,000

As per the remuneration policy set out in the Board Charter, directors are remunerated by fixed fees reflecting the time commitment and

responsibilities of the Board and committee membership, with no equity-based remuneration or performance incentives. The Board has never

proposed a director retirement payment, and Seeka's Constitution requires that any such proposal would first require shareholder approval. Directors

are encouraged but not required to own Seeka shares. Director shareholdings are disclosed on page 89.

The following table reports the annual allocation of the pool in 2024, and directors’ fees paid during the financial year. Non-italics are committee

members at year end, italics are part-year membership in 2024, see page 87 for details. No other benefits were provided to directors.

Board

Audit and Risk

Committee

Sustainability

Committee

Remuneration

Committee

Base

director fee

Chair

fee

Committee

fees

Director fees

paid during

the year

Fred Hutchings

ChairMemberChair

$ 70,000$ 70,000$ 140,000

Hayden Cartwright

DirectorMember

$ 70,000$ 7,500$ 77,500

Sharon Cresswell

DirectorMember / Chair

$ 70,000$ 12,054$ 82,054

Ratahi Cross

DirectorMember

$ 70,000$ 2,500$ 72,500

Mark Dewdney

Director

$ 5,833$ 5,833

Stewart Moss

DirectorMember

$ 70,000$ 2,500$ 72,500

Cecilia Tarrant

DirectorChairMember

$ 70,000$ 7,500$ 77,500

Ashley Waugh

DirectorChair / Member

$ 70,000$ 10,446$ 80,446

Total

$ 495,833$ 70,000$ 42,500$ 608,333

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81SEEKA LIMITED | ANNUAL REPORT 2024
Chief executive officer remuneration

The review of the chief executive officer’s remuneration is undertaken by the remuneration committee with the remuneration package the

responsibility of the Board. Michael Franks was appointed chief executive officer in 2006. His remuneration package comprises a fixed annual

remuneration that covers base salary, vehicle, Kiwisaver contributions, medical and life insurance, and an at-risk annual performance incentive.

The following table reports chief executive officer Michael Franks remuneration for 2024.

Base salaryBenefits

1

Short-term

incentive earned

Total

remuneration earned

2024

$ 779,754$ 57,828 $ 712,000

2

$ 1,549,582

2023

$ 733,984$ 49,104$ 142,350

3

$ 925,438

1. Benefits are delivered through vehicle, Kiwisaver contributions, medical and life insurance.

2. Paid in 2025.

3. Paid in 2024.

Short term incentive

The chief executive officer’s short term incentive is payable based on achieving annual targets set by the Board, including financial performance,

strategic goals, health and safety, and risk management. The short term incentive is set each year based on 50% of the fixed annual remuneration,

with the ability to earn double.

The following table details the chief executive officer's short term incentives and performance against those incentives in 2024 and 2023.

20242023

Performance hurdles

STI

weighting

STI

target

Weighted

outcome

STI

awarded

STI

weighting

STI

target

Weighted

outcome

STI

awarded

Financial performance

55%$ 220,00055%$ 220,00045%$ 164,2500%-

Health and safety

10%$ 40,0003%$ 12,00020%$ 73,0000%-

Operational performance

10%$ 40,00010%$ 40,0005%$ 18,2505%$ 18,250

Strategic initiatives

25%$ 100,00023%$ 90,00030%$ 109,50024%$ 87,600

Total short term incentive

100%$ 400,00091%$ 362,000100%$ 365,00029%$ 105,850

Over-top financial performance

$ 200,000$ 200,000$ 73,000-

Discretionary

$ 200,000$ 150,000$ 91,250$ 36,500

Total

$ 800,000$ 712,000$ 529,250$ 142,350

No long-term incentives are part of the chief executive’s remuneration. The chief executive officer has not received any other extraordinary payments

during the period.

On 6 May 2024, 8,000 shares were allocated under employee share scheme to the chief executive at $2.8679 per share. These shares vest in 2027

on payment of the loan.

Employees

In FY24, the Group employed 697 permanent and 5,163 seasonal employees.

Employee share scheme

As part of their employment benefits, eligible permanent employees are invited to participate in Seeka's employee share ownership scheme.

In April 2024, offers were made under the scheme, with 623,000 shares allocated to permanent employees at $2.8679 per share on 6 May 2024.

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ANNUAL REPORT 2024 | SEEKA LIMITED82
Employee remuneration over $100,000 per year

The Group had 208 employees (FY23 - 197), including 13 employees (FY23 – 10) employed by subsidiaries, that are not directors whose annual cash

remuneration and benefits (including motor vehicles and termination costs) exceed $100,000 in the financial year.

RemunerationFY24FY23

$100,000 - $109,999 44 39

$110,000 - $119,999 40 41

$120,000 - $129,999 31 30

$130,000 - $139,999 21 20

$140,000 - $149,999 14 12

$150,000 - $159,999 9 11

$160,000 - $169,999 7 8

$170,000 - $179,999 7 2

$180,000 - $189,999 4 10

$190,000 - $199,999 9 5

$200,000 - $209,999 5 4

$210,000 - $219,999 3 1

$220,000 - $229,999 3 3

$230,000 - $239,999 2 2

$240,000 - $249,999 - 2

$250,000 - $259,999 1 -

$260,000 - $269,000 - 1

$270,000 - $279,000 - 1

$320,000 - $329,999 - 2

$330,000 - $339,000 1 1

$340,000 - $349,999 - -

$350,000 - $359,999 2 1

$380,000 - $389,9992-

$410,000 - $419,9991-

$460,000 - $469,9991-

$780,000 - $789,000-1

$970,000 - $979,9991-

Total

208197

Remuneration includes key performance indicator payments. Remuneration by the Group’s Australian subsidiary Seeka Australia in Australian dollars

was converted to New Zealand dollars using the average exchange rate for the year. The impact of movements in exchange rates from FY23 to FY24

was reviewed and would not have significantly changed the employee remuneration disclosure.

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83SEEKA LIMITED | ANNUAL REPORT 2024
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.”

The Board considers risk management an important governance function to protect stakeholders, build long-term wealth in our communities and

optimise shareholder value. The Board retains ultimate responsibility for risk management, with the audit and risk committee providing a specific

focus on material risks as defined in the Audit and Risk Committee Charter.

While no risk management system can completely remove business and financial risks, our goal is to ensure material risks are appropriately identified

and managed within acceptable levels. We accomplish this through a strategic focus, active management, contingency planning and a sensible

balance between costs and anticipated benefits. Wherever appropriate, the processes are consistent with AS/NZS 31000:2009 Risk Management

Principles and Guidelines.

Financial statements and key operational measures are prepared monthly and reviewed by the Board throughout the year to assess business

performance against budget and forecasts.

Seeka has appropriate insurance cover. In 2023, as part of a long-term risk management strategy, Seeka established Seeka Risk Management Limited;

a captive insurance company registered in the Cook Islands, to provide the Group with direct access to the international reinsurance market.

The Board composition includes directors with long-term experience in New Zealand’s kiwifruit industry. Board meetings include periodic site visits in

New Zealand and Australia to ensure all directors understand the Group’s operating environments when assessing material risk.

The Board’s complementary skill set and understanding of the core business have allowed it to implement strategies to mitigate risk associated

with being a New Zealand kiwifruit handler by diversifying operations across multiple products, expanding into the Australian market and sourcing

revenue from more points along the value chain.

The following summarises the key material risks which the Board have identified and the associated mitigation strategies.

Key risksPotential impactsMitigation strategies

Extreme weather eventsThe volume and quality of fruit grown, handled and

sold by the Group.

Physical damage of Group assets and the ability to

deliver time-sensitive services.

Geographical spread of operations and development of

land management plans.

Invest in weather-event protection measures such

as irrigation, frost fans, shelter belts, hail netting and

drainage.

Locate infrastructure on stable, flood-free land.

Plant diseases and pestsThe volume and quality of fruit grown, handled and

sold by the Group.

Best-practice orchard management and geographic

separation of orchards.

Comprehensive orchard monitoring and compliance

with industry spray programmes.

Health and safetyStakeholder safety and wellbeing.

The ability to attract and retain personnel.

Degrade the Seeka brand and stakeholder demand for

Group services.

Integrated health and safety in all aspects of the

business.

Site safety audits and guarding of moving machinery.

Regular reporting on health and safety performance.

Cyber riskThe Group's capacity to deliver time-sensitive services

to stakeholders.

Unauthorised access and distribution of sensitive

Group and stakeholder data.

Degrade the Seeka brand and stakeholder demand for

Group services.

Documented and enforced security policy for

information systems.

Professional information technology security systems.

Produce contamination

Market access and consumer demand for Group-

handled produce.

Degrade the Seeka brand.

Documented and accredited quality management system.

Recognised suppliers and securely stored produce.

Compliance with industry spray programmes and pre-

harvest residue testing.

Property condition, site

infrastructure and security

Physical damage of Group assets and the ability to

deliver time-sensitive services.

Well maintained plant and equipment by in-house

engineers.

Security fencing, alarm systems and third-party

monitoring of Seeka facilities.

Registered access to Seeka sites.

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ANNUAL REPORT 2024 | SEEKA LIMITED84
Key risksPotential impactsMitigation strategies

Biosecurity breaches in New

Zealand and Australia by novel

plant diseases and pests

The volume and quality of fruit grown, handled and

sold by the Group.

Market access for Group-handled produce.

Biosecurity border control by government authorities.

Awareness and monitoring of key threats in New

Zealand and Australia.

Regulatory security

Supply chain efficiency and costs.

Market access and market returns for Group-handled

produce.

Active participation in industry associations.

Monitor potential threats and opportunities.

Climate change

The volume and quality of fruit grown, handled and sold

by the Group over the long term.

Degrade the Seeka brand and stakeholder demand for

Group services.

Board Sustainability Committee governance and

decarbonisation targets and action plans.

Research and development team investigating alternative

orchard practices.

Geographical spread of operations and development of

land management plans.

Health and safety

The Board is responsible for health and safety across Group operations, with the chief executive appointing a health and safety manager to ensure

Seeka complies with legislation and operates industry best practice across the Group, while also supporting the management of health and safety

risks by clients and suppliers. The Board reviews monthly reporting and performance against set targets at each meeting, as well as in depth sessions

on health and safety.

Our people work in multiple, complex environments, and we focus on integrating safety into everything we do. Over the full year, the Group employed

5,860 people, with Group salary and wages equating to 1,997 full time equivalents.

The following table reports Seeka's health and safety lead and lag measures for FY24.

IndicatorFY24 annual targetFY24 actuals

Inspirational people; monthly H&S meetings heldLead90%

92%

Total recordable injury frequency rate

1

Lag

Less than 3.25

4.18

Serious injuries

2

LagZero2

1. Total recordable injury frequency rate (TRIFR) is a key measure that compares total lost time injuries and medical treatments against the total number of hours worked.

TRIFR = (number of recordable lost time and medical treatment injuries) x 200,000 / (number of employee hours worked).

2. Permanently disabled or requiring immediate in-patient hospitalisation.

Principle 7. Auditors

“The board should ensure the quality and independence of the external audit process.”

Seeka’s Audit and Risk Committee Charter outlines Seeka’s commitment to an independent audit process that provides shareholders and the market

with objective, robust, clear and timely financial reporting.

The Audit and Risk Committee in consultation with management and the external auditor reviews the efficiency and effectiveness of the external audit

process, and provides a formal channel of communication between the Board, senior management and the external auditor. The audit and risk committee:

• Oversees the independence of the auditor and ensures they conduct their operations free from any actual or perceived impairments, and

• Monitors the provision of any services beyond the auditor’s statutory audit services.

The Board appointed Grant Thornton as Seeka's auditor on 29 August 2023.

Grant Thornton has confirmed its independence to the Audit and Risk Committee, and that its independence was not compromised during the

reporting period. Grant Thornton auditors will attend the annual shareholder meeting to answer any shareholder questions about the audit.

In FY24, $479,000 was paid or accrued to the external auditors Grant Thornton; ($473,625 for 2024 audit fees, disbursements and half year

procedures, and $5,375 for debt covenant compliance certificate agreed upon procedures).

Internal audit

Seeka has a number of internal controls overseen by the Audit and Risk Committee to ensure the integrity of key financial and operational data. This

includes data access, financial controls, adequate resourcing, targeted internal audit programmes and monitoring management’s response to external

audit findings.

Due to the size of Group operations, rather than operating a dedicated internal audit function, Seeka uses its assurance and compliance team to

conduct internal audit processes and monitor operational compliance, along with independent providers to regularly test the integrity of the Group’s

financial systems. Directors also consider matters raised by the external auditor.

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Governance

85SEEKA LIMITED | ANNUAL REPORT 2024
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.”

Seeka’s shareholders include a significant number of grower clients, employees, suppliers and people living in our rural communities. Seeka maintains

open channels of communication with a diverse range of groups to uphold our key brand attribute of "founded on relationships".

The Board is motivated and committed to transparent and regular reporting and engagement with shareholders including:

• Annual and interim reports

• Annual sustainability report

• Market announcements

• Annual shareholder meeting

• October stakeholder meeting

• Ad-hoc investor presentations

• Attendance of directors at seasonal grower roadshows held throughout the catchment for each produce type

• Clear access to investor information on the company’s website, see Seeka.co.nz/investors

• Open access to senior managers via phone and email, see Seeka.co.nz/senior-management-team

Shareholders are actively encouraged to attend the annual shareholder meeting and stakeholder update either in person or online, where they can

raise matters for discussion by directors and senior management. Shareholders vote on major decisions which affect Seeka at the annual shareholder

meeting. Voting is by poll, conducted by the Company’s registrar MUFG Pension & Market Services (formerly Link Market Services) and overseen by

the company’s external auditor on a one share, one vote principle.

Shareholders are provided with copies of the annual report, and are encouraged to receive electronic communication by contacting our registrar

MUFG Pension & Market Services, see Linkmarketservices.co.nz. Notices of shareholder meetings are posted on the NZX website and Seeka's

website. Where circumstances allow, Seeka sends notices of shareholder meetings at least 20 working days prior to the meeting. A link to Seeka’s

announcements can be directly accessed from Seeka’s website, see Seeka.co.nz/nzx-announcements.

When raising new capital, where practical, the Board will offer a scheme that allows existing shareholders to further invest in the Company on a pro

rata basis so they can maintain their relative proportion of Seeka's issued shares.

Seeka’s current and historical share price is located on the NZX website, see nzx.com/instruments/SEK.

Corporate calendar

In the normal course of business, the Board reports to the following schedule.

End of year market announcementLate February

Dividend payment - full yearApril


Annual shareholder meetingApril

Dividend payment - half yearOctober


Stakeholder updateOctober

Differences in practice to NZX Code

The following table summarises the material differences between Seeka’s corporate governance and the Code during the year. Where there are

differences, these have been approved by the Board.

PrincipleConcerningKey difference

Period of

non compliance

2. Board

Composition

and

Performance

2.5An issuer should have a written diversity policy which

includes requirements for the board or a relevant

committee of the board to set measurable objectives

for achieving diversity (which, at a minimum, should

address gender diversity) and to assess annually both the

objectives and the entity's progress in achieving them.

The issuer should disclose the policy or a summary of it.

Seeka's Diversity Policy is a guidance

document that underpins an inclusive

work culture. It does not set measurable

objectives, noting that Seeka is a large

employer drawing on the local communities,

along with people from the Pacific and Asia

through the RSE scheme.

At all relevant

times

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ANNUAL REPORT 2024 | SEEKA LIMITED86
Board of directors

The following directors held office and committee membership on 31 December 2024.

Fred Hutchings BBS, FCA

Independent, non-executive Chair

Member Sustainability Committee, Chair Remuneration Committee

Appointed 10 September 2012

Fred has commercial and business experience having been a partner at PwC for 27 years where he specialised in assurance and advisory services,

particularly for agribusiness. He also held leadership roles in the partnership including Wellington and South Island managing partner and for three

years was a member of the firm's executive board.

Fred retired as a director of Speirs Group Limited and Speirs Food Limited in 2023, and retired as chair of Tui Products Limited in 2018 when the

business was sold. He is a past president of Chartered Accountants Australia and New Zealand.

Fred holds an interest in a kiwifruit orchard supplying Seeka.

Hayden Cartwright BEng

Non-independent, non-executive Director

Member Audit and Risk Committee

Appointed 1 February 2023

Hayden is the managing director of his family's Bay of Plenty kiwifruit orchards and is deputy chair of the Seeka Growers Council.

He holds a Bachelor of Engineering (BEng) and has been a Certified Practicing Project Manager (CPPM). Hayden's 17-year engineering career in the

oil and gas industry involved multiple leadership roles at New Zealand and Australian listed companies.

Sharon Cresswell BA Hons. FCA

Independent, non-executive Director

Chair Audit and Risk Committee

Member of the Institute of Directors NZ

Appointed 1 October 2023

Sharon is a Chartered Accountant with experience as a director, advisor, and senior executive. Sharon was a Partner at PwC in New Zealand for 16

years, providing both financial and risk assurance to predominately primary sector clients.

Sharon is a director and member of the audit and risk committee of The Network for Learning, a director of Wool Impact and a director of Waikato-

based privately owned businesses.

Peter Ratahi Cross

Non-independent, non-executive Director

Member Sustainability Committee

Chartered Member of the Institute of Directors NZ

Appointed 1 March 2016

Ratahi is the chair of several trust boards throughout the eastern areas of the North Island. He chairs Te Awanui Huka Pak Limited and Ngāi Tukairangi

Trust, the largest Māori kiwifruit grower in New Zealand. The trust operates orchards on the Matapihi Peninsula at Mount Maunganui, and in the

Hawke’s Bay, which supply Seeka.

Ratahi has a background in natural science specialising in native flora and fauna. He also lectures in Māori history for several iwi he belongs to.

Mark Dewdney

Independent, non-executive Director

Appointed 1 December 2024

Mark is a professional director based in Mount Maunganui, with significant experience leading and governing NZX-listed and family-owned

businesses. He has been a manager and chief executive of multiple high-profile agriculture companies in New Zealand spanning a career of more

than 30 years, including five years working in Asia.

Mark is a current director at Tatua Dairy Company, and is the current independent chair of both New Zealand King Salmon and Marire LP.

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87SEEKA LIMITED | ANNUAL REPORT 2024
Stewart Moss

Non-independent, non-executive Director

Member Remuneration Committee

Elected 22 April 2022

Stewart has extensive commercial experience in horticulture and agriculture. He is a kiwifruit grower and member trustee of the Seeka Growers

Council. From his experiences working on a grading machine at Seeka KKP to developing a large-scale kiwifruit orchard, Stewart understands the

many facets of the industry and its supply chain.

Stewart is a large shareholder in one of New Zealand's largest kiwifruit orchards. He brings commercial insights into kiwifruit production and the key

relationships between grower, post-harvest operator and the marketer Zespri.

Cecilia Tarrant BA/LLB Hons, LLM

Independent, non-executive Director

Chair Sustainability Committee and Member Remuneration Committee

Chartered Member of the Institute of Directors NZ

Appointed 27 April 2017

Cecilia has more than 25-years experience in law and finance, having worked as a lawyer in Auckland and San Francisco before becoming an

investment banker in New York and London. She is now a professional director. Cecilia is a director of Payments NZ and Chancellor of Waipapa

Taumata Rau - The University of Auckland. She is also involved in start-up investing and is a director of the ArcAngels network.

Cecilia is involved in both the beef and dairy industries through her family’s ownership of a dry stock farm in the Waitomo area and partnership in a

dairy farm in the Otorohanga district. Her family have lived in the Waitomo area for more than 100 years.

Ashley Waugh BBS

Independent, non-executive Director

Member Audit and Risk Committee

Appointed 21 May 2014 - Resigned 31 December 2024

Ashley has experience in the fresh food industry having worked within the Australasian Fast Moving Consumer Goods (FMCG) markets for more

than 30 years. He also has global experience in the FMCG, foodservice and ingredients markets.

Ashley was the chief executive officer of Australian dairy foods and juice giant National Foods until its merger with Lion Nathan in 2009. His prior

business experience was with the New Zealand Dairy Board and Ford Motor Company.

He currently chairs the board of Colonial Motor Company and chaired Moa, New Zealand’s largest craft brewer, until retiring in 2017, and was a

director of Fonterra Co-operative Group Limited until retiring in November 2018.

Changes in Board and committee membership

23 May 2024 - changes to the Audit and Risk Committee

• Sharon Cresswell replaces Ashley Waugh as chair of the Audit and Risk Committee, Ashley Waugh remains a committee member.

1 December 2024 - new director appointment

• Mark Dewdney appointed independent director of Seeka

• Board increased to eight with five independent and three non-independent directors

31 December 2024 - independent director resignation

• Ashley Waugh resigns as an independent director of Seeka

1 January 2025 - independent director appointment

• Hayley Gourley appointed as an independent director of Seeka

20 January 2025 - changes to the Audit and Risk Committee

• Hayley Gourley appointed a member of the Audit and Risk Committee

New director appointment 1 January 2025

Hayley Gourley MSc

Independent, non-executive Director

Member Audit and Risk Committee (from 20 January 2025)

Member of the Institute of Directors NZ

Appointed 1 January 2025

Hayley is an agribusiness leader, based in Canterbury, with more than 30 years' experience in the international agribusiness. Hayley has held

executive roles within Rabobank New Zealand and Skellerup Industries Limited, leading both businesses through significant growth in financial

performance and shareholder value.

Hayley has extensive experience of the primary industry's value chain, and has developed a broad network encompassing New Zealand's key markets

during her career in the food and agribusiness sector.

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ANNUAL REPORT 2024 | SEEKA LIMITED88
Interests register

During the year the Group undertook related party transactions with directors in the ordinary course of the Company’s business and on usual terms

and conditions.

Directors have made general disclosures of interests in accordance with s140 (2) of the Companies Act 1993. New disclosures advised since

31 December 2023 are italicised.

Fred Hutchings Amwell Holdings Limited Director / Shareholder

Walker Nominees Limited Director

AvoFresh Limited Director

Seeka Share Trustee Limited Director

Hayden Cartwright Seeka Growers Limited Director

MJ and HC Cartwright Trust Beneficiary

Cartwright Ciwi Limited Director / Shareholder

Sharon Cresswell The Network for Learning Limited Director

Wool Impact Limited Director

LondonGreen Limited Director

Montana Group Limited and subsidiaries Director

Peter Ratahi Cross Ngāi Tukairangi No2 Trust Trustee / Chair

Te Awanui Huka Pak Limited Director

Seeka Share Trustee Limited Director

Wai O Kaha Gold Landowners General Partner Limited Chair

Wai O Kaha Gold JV General Partner Limited Chair

Mark Dewdney New Zealand King Salmon Investments Limited and Subsidiaries Chair

Tatua Co-operative Dairy Co Limited Director

Marire General Partner Limited Chair

MDLP General Partner Limited Director

Matangi Dairies Limited Partnership Partner

Stewart Moss Strathboss Kiwifruit Limited Director / Shareholder

Seeka Growers Limited Director

Seeka Growers Trust Trustee

SJ & GW Moss Partnership Partner

Strathboss Avocados Limited Director

Pepper Street Trust Trustee / Beneficiary

Bateson Trailers Limited Director / Shareholder

Rising Sun Orchards Limited Shareholder

Oswaldtwistle Orchards Limited Director / Shareholder

Cecilia Tarrant Payments NZ Limited Director

ArcAngels Angel Investment Network Director

The University of Auckland Chancellor

Seeka Share Trustee Limited Director

Payments NZ Limited Acting Chair

Ashley Waugh Primrose Hill Farm (Puke-Roha Limited) - Te Awamutu Director / Shareholder

The Colonial Motor Group Limited Chair / Shareholder

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89SEEKA LIMITED | ANNUAL REPORT 2024
Directors’ interests in Seeka Limited securities

The following table details director interests in Seeka shares at 31 December 2024.

InterestShares directly held by

director or beneficial entity

Shares held by

Seeka Share Trustee Limited

Hayden CartwrightBeneficial

0

5,363

1

Sharon Cresswell

0

0

Peter Ratahi CrossBeneficial2,300,040

2

3,013

3

Mark DewdneyBeneficial5,0000

Fred Hutchings Beneficial76,007

4

893

5

Stewart MossBeneficial483,424

6

48,017

7

Cecilia TarrantBeneficial10,1430

Ashley Waugh00

1. Held by Seeka Share Trustee Limited on behalf of Cartwright Ciwi Limited.

2. Held by the trustees of the Ngāi Tukairangi No. 2 Trust (585,630) and Te Awanui Huka Pak Limited (1,714,410). P R Cross is a trustee of the Ngāi Tukairangi No. 2 Trust

and a beneficiary, and interests associated with P R Cross are beneficiaries, of the Ngāi Tukairangi No. 2 Trust. Te Awanui Huka Pak Limited holds Ordinary Shares in

Seeka Limited. P R Cross is a director of Te Awanui Huka Pak Limited. The trustees of the Ngāi Tukairangi No. 2 Trust are shareholders in Te Awanui Huka Pak Limited.

3. Held by Seeka Share Trustee Limited on behalf of the trustees of Ngāi Tukairangi No. 2 Trust.

4. Held by Walker Nominees Limited (47,716), Amwell Holdings Limited (2,523), Sharesies Nominee Limited on behalf of F A Hutchings (15,781), and Sharesies Nominee

Limited on behalf of Amwell Holdings Limited (9,987).

5. Held by Seeka Share Trustee Limited on behalf of Amwell Holdings Limited.

6. Held by Strathboss Kiwifruit Limited (185,807) of which Stewart Moss holds 0.1% of the shares and jointly holds a further 26.6%, and held by Oswaldtwistle Orchards

Limited (297,617) of which Stewart Moss has 20% or more voting rights. See NZX disclosure on 21 November 2023 for details.

7. Held by Seeka Share Trustee Limited on behalf of Strathboss Kiwifruit Limited (47,043) and Oswaldtwistle Orchards Limited (974).

The following table details director dealings in Seeka shares during the year, excluding shares acquired under the grower loyalty scheme.

TransactionDateNumberTotal consideration

Cecilia TarrantPurchase


22 April 2024

3,000$ 8,580

Fred HutchingsPurchase

1

11 September 2024

12,811 $ 34,975

Ashley WaughSale14 November 2024

13,166$ 35,930

1. Purchased on market by Sharesies Nominee Limited on behalf of F A Hutchings.

The following table details shares acquired under the grower loyalty share scheme, dated 19 April 2024, and held by Seeka Share Trustee Limited as a

bare trustee. Shares were issued 22 April 2024 at $2.5444 per share.

Orchard entityNumberTotal consideration

Hayden CartwrightCartwright Ciwi Limited

5,363$ 13,646

Peter Ratahi CrossTrustees of Ngāi Tukairangi No. 2 Trust

3,013$ 7,666

Fred HutchingsAmwell Holdings Limited

893$ 2,272

Stewart MossStrathboss Kiwifruit Limited

47,043$ 119,696

Stewart MossOswaldtwistle Orchards Limited

974$ 2,478

Main contents

Governance

ANNUAL REPORT 2024 | SEEKA LIMITED90
Subsidiary companies

The following table details directors of Seeka Limited subsidiary companies as at 31 December 2024.

Subsidiaries added and director changes since 31 December 2023 are italicised.

Michael Franks and Nicola Neilson are officers of Seeka Limited.

New Zealand incorporated companies

Trading subsidiaries

Aongatete Coolstores Limited Michael Franks, Nicola Neilson

AvoFresh Limited Michael Franks, Fred Hutchings

Delicious Nutritious Food Company Limited Michael Franks, Nicola Neilson

Integrated Fruit Supply & Logistics Limited Michael Franks, Nicola Neilson

Kiwi Coast Growers (Te Puke) Limited Michael Franks, Nicola Neilson

Ngutupiri General Partner Limited

1

Kylie Burt, Norman Carter, Te Aroha Mani, Rongo Puha

Northland Horticulture Limited Michael Franks, Nicola Neilson

OPAC Properties Limited Michael Franks, Nicola Neilson

Seeka East Limited Michael Franks, Nicola Neilson

Seeka OPAC Limited Michael Franks, Nicola Neilson

Seeka Share Trustee Limited Fred Hutchings, Cecilia Tarrant, Peter Ratahi Cross

Seeka Te Puke Limited Michael Franks, Nicola Neilson

Non-trading subsidiaries

CMS Logistics Limited

2

John Spratt, Robert Towgood

Eleos Limited Michael Franks, Nicola Neilson

Enviro Gro Limited Michael Franks, Nicola Neilson

Glassfields (NZ) Limited Michael Franks, Nicola Neilson

Guaranteed Sweet New Zealand Limited Michael Franks, Nicola Neilson

Kiwifruit Vine Protection Company Limited Michael Franks, Nicola Neilson

Nutritious Delicious Food Company Limited Michael Franks, Nicola Neilson

Seeka Fresh Limited Michael Franks, Nicola Neilson

Seeka Kiwifruit Industries Limited Michael Franks, Nicola Neilson

Thornton Orchard Limited Donald Murray, Sandra Murrell, Luke Stewart, Joseph Williams

Verified Lab Services Limited Michael Franks, Nicola Neilson

Australian incorporated companies

Little Haven Holdings Pty Limited Michael Franks, Nicola Neilson, Jonathan van Popering

Seeka Australia Pty Limited Michael Franks, Nicola Neilson, Jonathan van Popering

Seeka Pollen Australia Pty Limited (non trading) Michael Franks, Nicola Neilson, Jonathan van Popering

Cook Islands incorporated company

Seeka Risk Management Limited Michael Franks, Nicola Neilson, Antony Will

Directors of Group subsidiary companies did not undertake any share dealings in those companies.

1. Ngutupiri General Partner Limited is a subsidiary of Seeka for the purposes of the Companies Act 1993 and therefore certain disclosures regarding Ngutupiri General

Partner Limited are required to be included in this annual report. However, for the purposes of NZ IFRS, Ngutupiri General Partner Limited is considered an associate of

Seeka and not a subsidiary of Seeka and is therefore included in Seeka’s financial statements as an associate.

2. CMS Logistics Limited in liquidation (solvent) as at 31 January 2024, and under notice to be removed from the Companies Register.

Subsidiary directors’ interests register

Directors of Seeka subsidiaries make general disclosures of interests in accordance with s140 (2) of the Companies Act 1993.

No entries were made in the interests register of any subsidiary during the year ended 31 December 2024.

Subsidiary company director remuneration

Seeka Limited officers Michael Franks and Nicola Neilson, and Seeka Limited employees Kylie Burt and Jonathan Van Popering, received no director’s

fees or other benefits except as employees.

Antony Will received a USD$2,200 director fee for Seeka Risk Management Limited.

Main contents

Governance

91SEEKA LIMITED | ANNUAL REPORT 2024
Other disclosures

Summary of waivers granted by NZX

On 15 October 2024, a waiver from NZX Listing Rule 5.2.1 was granted by NZ RegCo, New Zealand's listed market regulator. The waiver allows

Seeka to enter into post-harvest agreements with persons associated with Seeka directors (being, related party growers) without having to obtain

shareholder approval in accordance with Rule 5.2.1. Rule 5.2.1 provides shareholders with the opportunity to review transactions where the Board may

have been subject to an actual or perceived influence by a related party. In granting the waiver, NZ RegCo considered that Seeka's related parties and

their associated directors will not exercise undue influence to achieve a favourable outcome from entering into Seeka post-harvest agreements, as the

agreements are prepared by management, standardised, and offered to all growers, including related party growers, on the same terms. Reliance on

the waiver is conditional on:

• Seeka’s independent directors certifying that:

– the granting of the waiver is in the best interests of Seeka and Seeka’s shareholders who would not be precluded from voting under Rule 6.3 to

approve the post-harvest agreements with related party growers; and

– entry into of the post-harvest agreements with related party growers is in the best interests of Seeka, all of Seeka’s shareholders, and

shareholders who would not be precluded from voting under Rule 6.3,

and that the certificate include a summary of the core grounds for those certifications. That certification was made on 16 October 2024; and

• the waiver, its conditions and implications being disclosed in all Seeka’s annual reports.

See seeka.co.nz/nzx-announcements for details.

Directors Peter Ratahi Cross and Stewart Moss are associated with related party growers that entered into post-harvest agreements with Seeka

during the year ended 31 December 2024 for the supply of post-harvest services by Seeka. All related party transactions were made on normal

commercial terms and conditions and at market rates. The terms of the post-harvest agreements for the year ended 31 December 2024 were

entered into and negotiated on a commercial basis, following the process set out in the waiver. The aggregate gross revenue received by Seeka for

the year ended 31 December 2024 related to these transactions with related party growers was $10.9m. See the disclosures under the sub-heading

Transactions in note 27 to the financial statements on page 58 and the interests register on page 88.

No other waivers were granted, published or relied on by Seeka in the year ended 31 December 2024.

Climate reporting

Seeka is a climate reporting entity for the purposes of the Financial Markets Conduct Act 2013. Seeka is assessing climate-related risks and impacts,

and implementing mitigation and adaptation strategies to build resilience and grow sustainable futures for our employees, growers, communities and

shareholders. Seeka reports its climate disclosures online in accordance with Aotearoa New Zealand Climate Standards NZ CS 1, NZ CS 2 and NZ CS 3,

see www.seeka.co.nz/climate-change.

Indemnities and insurance

Clause 9.7 of the Constitution allows the Company to indemnify and insure directors to the extent permitted by the Companies Act 1993.

The Company has provided insurance for all directors and officers, including directors of subsidiaries.

Dividend reinvestment plan

Under the company's dividend reinvestment plan, holders of ordinary shares may elect to reinvest the net proceeds of cash dividends payable or

credited to acquire fully paid ordinary shares in the company.

Substantial product holders

As at 31 December 2024, the persons listed in the table below had disclosed a substantial product holding of Seeka shares.

Date of NoticeShares disclosed

Tomlinson Group Investments Limited21 December 2020

2,899,930

1

Masfen Securities Limited20 December 2022

2,138,100

Sumifru Singapore Pte Limited15 September 2015

2,093,558

Seeka Limited ordinary listed shares at 31 December 2024

43,509,941

1. As at 31 December 2024, Seeka's share register records Tomlinson Group Investments Limited as the holder of 3,233,827 Seeka shares.

Main contents

Governance

ANNUAL REPORT 2024 | SEEKA LIMITED92
Apanui RSA

Ashbrook School

Awakeri School

Bay of Islands Pastoral & Industrial Show

Bay of Plenty Young Fruit Growers Up Skilling Incorporated

Booster Orchard - Adviser roadshow

Braemar Dance Club Gisborne

Eastern Districts Rugby & Sports

Epic Te Puke

Fairview Men's Mixed Ambrose Golf Tournament

Farmstrong

Gisborne Tairawhiti Rugby Club

Homelink Road Safety Workbooks

Houhora Bowls & Sports Club

Katikati Cricket Club

Katikati Wine and Avocado Festival

KK Axemen Club

Kura Ki Tai Waka Ama

Lake Rotoiti Fishing Club

Latin Festival

Made in Te Puke Trust

Makahae Marae Committee

Matahui School

Matakana Island Sports Club

Mauaoathon

Mike Young Motorsport

Motor Neurone Disease - Ride Across America team

Motu (Bike) Trails

Mount Maunganui Bridge Club

Mount Maunganui Lifegaurd Service

Ngāti Ranginui Iwi Society Inc

Northern District Cricket

Omokoroa Bridge Club

Omokoroa Rotary

Ōpōtiki Big 3

Ōpōtiki Bowling Club

Ōpōtiki Childcare Centre

Ōpōtiki College

Ōpōtiki Girls Tai Mitchell

Ōpōtiki Golf Club

Ōpōtiki Junior Football Club

Ōpōtiki Surf Lifesaving Club

Otamarakau School

Ōtūmoetai Rotary

Pacific Fusion Fashion Show

Paengaroa School

Papamoa College

Papamoa Rotary

Patutahi Golf Club

Pongakawa School

Pukehina Surf Club

Purangi Golf Club

Rangataua Sport and Cultural Club (Tauranga)

Rangiuru Sports Club

Rotary Club of Papamoa Charitable Trust

Rotary Club of Tauranga Te Papa/Big Wheel Trust

Rotorua & BOP Hunt Inc

Sponsoring Quinn Boyle to attend the World Ice Swimming Championship

Sponsoring Te Aroha to attend the 2024 Touch World Cup

Sports Pathways - Steven Adams Charity Auction

Tairāwhiti Gisborne Young Grower competition

Tauranga Moana Kaumatua Retreat to Rarotonga

Tauranga Regional Multicultural Council

Tauranga Rotary

Te Aranui Youth Trust

Te Puke A&P Show

Te Puke Bowling Club

Te Puke Bridge Club

Te Puke Club Incorporated

Te Puke Cricket

Te Puke Golf Club

Te Puke High School

Te Puke Intermediate

Te Puke Kiwifruit Capital of the World Heritage Hub

Te Puke Smallbore Rifle Club

Te Puke Sports and Recreation Club

Te Puke Squash Club

Te Puke Tai Mitchell

Te Puke Tennis Club

Te Puke Tigers Jnr Rugby

Te Ranga School

The Fresh Produce Safety Centre - Australia & New Zealand

The Hub Te Puke

Tiger Sports Club Tauranga Inc

Top Energy Far North Regional Science & Technology Fair

Torbay Sailing Club

Waihau Bay Fishing Club

Waiotahe Valley School

Western Bay Emergency Services

Donations

In the year ended 31 December 2024, the Group donated $212,624 to support New Zealand youth development, community, cultural, and sports

groups, as well as community health programmes. The following organisations received donations in 2024.

Main contents

Governance

93SEEKA LIMITED | ANNUAL REPORT 2024
Securities statistics

As at 20 February 2025

Top 50 shareholders

Number of

ordinary shares

Percent

Tomlinson Group Investments Limited

3,233,827 7.43

Masfen Securities Limited

2,138,100 4.91

Sumifru Singapore Pte Limited

2,093,558 4.81

Seeka Share Trustee Limited

1,889,994 4.34

Te Awanui Huka Pak Limited

1,714,410 3.94

Custodial Services Limited

1,701,434 3.91

Omega Kiwifruit Limited

1,274,462 2.93

New Zealand Depository Nominee

1,087,137 2.50

Eastern Bay Orchards Limited

881,128 2.03

The Maori Trustee

711,299 1.63

Cole Family Trust Limited

622,739 1.43

Peter Ratahi Cross & Helen Te Kani & Joshua Gear & Helen Ellis & James Lambert

585,630 1.35

Citibank Nominees (NZ) Limited

569,283 1.31

Christopher William Flood & Mark Schlagel

477,130 1.10

David John Emslie & Deborah Jocelyn Emslie & Sharp & Cookson Trustee Limited

444,018 1.02

Patricia Colleen Law

310,240 0.71

Anne Louise Bayliss & Christopher James Mcfadden

301,799 0.69

Oswaldtwistle Orchards Limited

297,617 0.68

Accident Compensation Corporation

284,700 0.65

Burts Orchards (1997) Limited

272,606 0.63

Craig Thompson

272,272 0.63

Grant Keith Oakley & Deborah Jane Oakley & Brg Trustees 2013 Limited

242,121 0.56

NZX WT Nominees Limited

232,004 0.53

Michael Gilbert Franks

221,189 0.51

Development Enterprises Limited

218,771 0.50

FNZ Custodians Limited

206,473 0.47

Sally Gibbons Spencer

203,441 0.47

John Ronald Ballard & Penelope Leigh Ballard & Richard Mark Harding

201,500 0.46

Snapper Gulf Limited

200,000 0.46

BNP Paribas Nominees NZ Limited

195,867 0.45

Strathboss Kiwifruit Limited

185,807 0.43

Pipelink Limited

185,533 0.43

Judith Ann Fisher

183,059 0.42

Custodial Services Limited

175,093 0.40

Roger Daryl Clark & Colleen Beth Clark

160,473 0.37

P&M Anstis Trustee Limited

160,127 0.37

Matthew Ian Tremain

152,112 0.35

Iconic Investments Limited

150,000 0.34

Jared Agri Limited

150,000 0.34

Mary Anne Barton

145,732 0.33

Malcolm John Cartwright & Helen Catherine Cartwright & Graeme Ingham Trustee Co Limited

144,683 0.33

Brian John Cotton Stapleton & Lois Eileen Cotton Stapleton

132,697 0.30

Evan James Cavanagh

124,895 0.29

Jean Paul Henri Mathias Thull & Lyon Trustees 2014 Limited

124,741 0.29

Christopher Robert Malcolm & Helen Ann Malcolm

122,842 0.28

HSBC Nominees (New Zealand) Limited

118,035 0.27

Robin Moss

117,847 0.27

Bowyer Orchards Limited

116,906 0.27

Peter M Burt & Colin N Olesen & Hamish M Olesen

114,824 0.26

Selenium Corporation Limited

113,750 0.26

Total

25,963,905 59.67

Main contents

Governance

ANNUAL REPORT 2024 | SEEKA LIMITED94
Shareholder analysis

Investors

Percent of

investors

Shares

Percent

of shares

By shareholding size

Up to 1,000 shares

63223.62316,1070.73

1,001 to 5,000 shares

120344.963,221,7457.40

5,001 to 10,000 shares

38414.352,846,6486.54

10,001 to 50,000 shares

36013.457,428,71517.07

50,001 to 100,000

421.573,203,6227.36

100,001 to 500,000

421.577,990,10318.36

More than 500,000

130.4918,503,00142.53

Total

2,676100.0043,509,941100.00

By registered address

New Zealand shareholders

2,619 97.88 41,060,053 94.37

Overseas shareholders

57 2.12 2,449,888 5.63

Total

2,676 100.00 43,509,941 100.00

Main contents

Governance

95SEEKA LIMITED | ANNUAL REPORT 2024
Directory

Board of directors

Fred Hutchings - Chair

Hayden Cartwright

Sharon Cresswell

Peter Ratahi Cross

Mark Dewdney (appointed 1 December 2024)

Hayley Gourley (appointed 1 January 2025)

Stewart Moss

Cecilia Tarrant

Ashley Waugh (resigned 31 December 2024)

Audit and risk committee

Sharon Cresswell – Chair

Hayden Cartwright

Ashley Waugh (resigned 31 December 2024)

Hayley Gourley (appointed 20 January 2025)

Sustainability committee

Cecilia Tarrant – Chair

Peter Ratahi Cross

Fred Hutchings

Remuneration committee

Fred Hutchings – Chair

Stewart Moss

Cecilia Tarrant

Company officers

Michael Franks

Chief Executive Officer

Nicola Neilson

Chief Financial Officer and Company Secretary

Senior management team

Michael Franks

Chief Executive Officer

Nicola Neilson

Chief Financial Officer

Kate Bryant

GM Grower Relations and Corporate Services

Paul Crone

GM Post-harvest

Barry Penellum

GM Orchards

Jonathan van Popering

GM Australian Operations

Jim Smith

GM New Business and Marketing

Main contents

Governance

ANNUAL REPORT 2024 | SEEKA LIMITED96
Registered office

Seeka Limited

34 Young Road, RD9, Paengaroa 3189

PO Box 47, Te Puke 3153

Seeka.co.nz

Auditor

Grant Thornton

Auckland

www.grantthornton.co.nz

Bankers

1

Westpac New Zealand Limited

Auckland

www.westpac.co.nz

Westpac Banking Corporation

Melbourne

www.westpac.com.au

ASB Bank Limited

Auckland

www.asb.co.nz

Bank of New Zealand

Auckland

www.bnz.co.nz

Coöperatieve Rabobank U.A. (Rabobank)

Wellington

www.rabobank.co.nz

Share register

MUFG Pension & Market Services

Auckland

www.mpms.mufg.com

NZX

www.nzx.com

Legal advisors

Harmos Horton Lusk Limited

Auckland

www.hhl.co.nz

Tompkins Wake

Tauranga

www.tompkinswake.com

Mayne Wetherell

Auckland

maynewetherell.com

1. All banks are lenders under a syndicated facilities

agreement with Westpac New Zealand as the

sustainability-linked loan coordinator and the agent.

Main contents

Governance

seeka.co.nz
34 Young Road, RD 9, Te Puke 3189

PO Box 47, Te Puke 3153, New Zealand

+64 7 573 0303, info@seeka.co.nz

Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.

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