Scales increases ownership of Australian Joint Ventures

NZX Release


30 September 2025

SCALES CORPORATION INCREASES OWNERSHIP OF AUSTRALIAN JOINT VENTURES

Scales Corporation Limited (NZX:SCL) today announced that it has agreed to increase its shareholding in its
Australian Global Proteins’ joint ventures with the acquisition of:
• 50% of Meateor Australia
• 50% of Fayman International
• 42.5% of ANZ Exports
Completion of the acquisitions is due to take place later today.

As a result of these investments, both Meateor Australia and Fayman International become 100% owned
subsidiaries and ANZ Exports will be 85% owned.

The total acquisition price is AUD 91.05 million, settled as follows:
• AUD 49.4 million payable in cash on 30 September 2025
• AUD 5.25 million payable in Scales’ shares, to be issued in approximately one month’s time
• AUD 36.4 million payable in 5 equal instalments over the next 5 years, with each instalment being
on the completion date anniversary

Scales Corporation’s Managing Director, Andy Borland, said “We are excited to be effectively bringing forward
the acquisitions provided for in the existing Put and Call options between Scales and the Fayman family, to
take full ownership of Meateor Australia and Fayman International, and to increase our stake in ANZ Exports.
These businesses have demonstrated both strong performance and good strategic alignment with our long-
term growth objectives”.

“Meateor Australia’s progress from start-up to full production has been extremely pleasing. Its manufacturing
facility in Melbourne is strategically important to the Global Proteins division, as is the Australian market
generally. We look forward to exploring opportunities to continue to grow this market.”

“Fayman International and ANZ Exports have exceeded the expectations we had at the time of our initial
investment. These businesses play an important role in the edible proteins sector, particularly in relation to

2




Australian exports. They are currently capitalising on the strong global beef market, with Australia being a
key world-wide supplier. The strong connections these businesses have to the Australian supply network also
assist Meateor Australia.”

Scales Corporation Chair, Mike Petersen, commented “These acquisitions reflect Scales’ stated Global
Proteins divisional ambition of increasing our joint venture shareholdings over time and will accelerate our
single brand strategy for the division. We are very pleased to be lifting our investment in Australia, particularly
in businesses that are performing strongly. We are also pleased to be maintaining our relationship with the
Fayman family and look forward to continued growth alongside them.”

Settlement of the AUD 49.4 million acquisition cost payable today will be funded via Scales’ current cash
reserves. As a result of the acquisitions, Scales is now forecasting a net debt position of $57 million as at 31
December 2025. The acquisitions are subject to a locked box arrangement, which entitles Scales to earnings
from 1 April 2025 on the acquired interests.

Earnings impact
As a result of these acquisitions, Scales’ Directors advise that:
• The FY25 Guidance range of Underlying Net Profit after Tax Attributable to Shareholders is
increased, to between $51.0 million and $56.0 million
• The Global Proteins EBITDA target for FY27 lifts from $70 million to $85 million

About Scales Corporation
Scales Corporation is a diversified agribusiness group. It comprises three operating divisions: Global
Proteins, Horticulture and Logistics. The company’s diverse spread of activities gives Scales broad exposure
to the agribusiness sector. Scales Corporation was founded in 1897 as a shipping business by George
Scales. Today it has operations across New Zealand, Australia, United States and Europe. Find out more
at www.scalescorporation.co.nz

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Scales Corporation
30
th
September 2025
Acquisition of Australian Joint Venture Interests

2Scales Corporation Limited
Australian Joint Venture Acquisitions
Deal summary
Purchase of 50% Fayman International, 42.5% of ANZ Exports (collectively Fayman
International Group, or FIG), and 50% of Meateor Australia for AUD 91.05 million
This takes our post settlement holdings to 100% for Fayman International, 85% for
ANZ Exports and 100% for Meateor Australia
☑These transactions are aligned to our previously stated desire to increase our
joint venture shareholding to accelerate our Global Proteins single brand
strategy
☑Due to the performance of the businesses, we have, in effect, brought forward
the acquisition provided for in the existing Put and Call options, which were
exercisable from late 2027. Noting the Put and Call options still remain for the
minority of shareholders of ANZ Exports and Fayman New Zealand
☑We consider the acquisitions of FIG and Meateor Australia to be
complementary, with FIG supporting Meateor Australia's growth by enhancing
its strategic raw material sourcing capabilities. This has resulted in Meateor
Australia achieving its goals earlier than forecast
☑Additionally, we have extended two key Fayman family members employment
contracts for a further five years to provide services across all three businesses
Outlook
The earnings of the Australian businesses will be consolidated from the
locked box date of 31 March 2025
Taking into account the locked box date, the Directors are pleased to advise
an increase in the FY25 Guidance range of Underlying Net Profit after Tax
Attributable to Shareholders, to between $51.0 million and $56.0 million.
Note, this update only reflects the incremental earnings from these
transactions
As a result of consolidating the EBITDA of these businesses following this
transaction from FY25, the Directors have lifted our Global Proteins EBITDA
target from $70 million to $85 million in FY27

3Scales Corporation Limited
Australian Joint Venture Acquisitions
Transaction Metrics
Key Transaction Metrics
Purchase PriceAUD 91.05 million based on a lockbox date of 31 March 2025
Purchase Price Payment➢AUD 49.4 million paid in cash on completion
➢AUD 5.25 million in Scales shares, to be issued approximately one-month following the completion date.
The share consideration will be issued based on the 5-day Volume Weighted Average Price (VWAP)
preceding 31 October 2025
➢AUD 36.4 million paid in five equal instalments on each anniversary from the completion date
FundingBoth the initial and deferred payments will be funded through cash reserves
Forecast FY25 year-end Net Debt position is NZD 57.0 million
Combined FY25 forecast for the acquired
businesses
FY25 forecast is AUD 26.2 million combined underlying EBITDA*
Note, the combined underlying EBITDA for the 12 months ending June 2025 was AUD 23.8 million
Implied Multiple7.7x underlying EBITDA* (based on FY25 forecast)
Note, due to the deferred payment structure, the multiple based on the present value of the purchase price
will be lower
Blended Multiple
Combining initial capital investment, and this
transaction
5.5x underlying EBITDA*
Initial capital investment = AUD $33 mill for 50% Fayman International, 42.5% ANZ exports and 50% Meateor
Australia. This includes the additional 16.7% of Meateor Australia acquired in 2024
*Excluding NZ IFRS 16 Leases

4Scales Corporation Limited
Meateor Australia
Accelerates our single brand strategy
Streamlines our customer management, reducing
complexity in the market
Simplifies our operations across our Australian and
New Zealand businesses
Accelerates our growth plans in Australia, specifically
with further investment in new capacity and investigation
into additional species
Allows us to transfer IP between the businesses,
including new product development and plant efficiency
gains
Australian Joint Venture Acquisitions
Strategic Rationale
Fayman International Group
Allows Scales to capitalise on the current global beef market
disruption, with Australia being a key supply market due to
their favourable trade access, proximity to market and strong
forecasted supply volumes
The continued relationship with the Fayman family will
benefit our supply network across both FIG and Meateor
Australia due to their strong industry connections
Poultry sales are expected to rebound after reinstatement of
market access for Australian poultry to key markets
Potential to leverage our global edible proteins network, to
support our USA petfood operations, as well as leverage
Scales’ strengths in logistics to assist FIG’s internal freight
teams

5Scales Corporation Limited
The progress of Meateor Australia has been extremely pleasing. We have seen consistent improvement in
production volumes as demonstrated in our rolling 12 month chart below. Additionally we have seen a
corresponding lift in sales volumes, as well as improved yields and margins over the same period
The dominant market is still the USA, exporting both processed beef and lamb/ovine ingredients to petfood
manufacturers. We intend to push for greater market share within the USA, while continuing to explore other
market opportunities
While lamb/ovine and beef will remain the core products, we are actively investigating additional species. This
includes recently trialling venison through our facility
Meateor Australia
Australian Joint Venture Acquisitions
Sales Mix - Product
Lamb MDMOvine MDMBeef MDMOffal
Sales Mix - Markets
North AmericaDomesticOther
1,000
1,100
1,200
1,300
1,400
1,500
1,600
1,700
1,800
1,900
2,000
Tonnes
Rolling 12 Month Average Production Volume

6Scales Corporation Limited
Fayman International Group provides a key service in the global edible protein trade, providing sales channels,
particularly across Asia markets for Australian beef, lamb and poultry. These sales are usually high volume, but at
much lower margin than our processed petfood ingredient business
Recently, sales have increased to key Asia markets, due to increasing customer penetration and demand. This
strong demand for beef imports is expected to continue over the medium term, in line with middle class growth
Relative to other key beef supply markets, which have forecast single digit growth from 2022 to 2030, Australian
beef net exports are expected to increase 37% over the same period*, which will continue to drive pricing
competitiveness and market share
Fayman International Group
Australian Joint Venture Acquisitions
-
5,000
10,000
15,000
20,000
25,000
30,000
Tonnes
FIG Sales Volumes by Region**
AsiaNorth AmericaOceaniaRest of World
*OECD-FAO Agriculture Outlook 2025-2034
**Excludes ANZ Exports volumes
6,000
6,200
6,400
6,600
6,800
7,000
7,200
20232024202520262027202820292030
Tonnes (000)
Forecast Beef Imports across FIGs key Asia markets*
Sales Mix - Species
BeefChickenLamb/OvineOther