Preliminary Announcement of AFC Group Holdings Limited

AFC GROUP HOLDINGS LIMITED
(Listed on the NZX: AFC)
Suite A, Level 15, Tower 2, 205 Queen Street
Auckland CBD
Auckland
Ph: +64 (09) 930-0245
Preliminary Announcement of AFC Group Holdings Limited
Unaudited Financial Results Summary
The consolidated financial statements have been prepared on a going-concern basis. Following
a comprehensive evaluation of key factors, the Directors reaffirmed the assumption of going
concern for the preparation of the consolidated financial statements. While recognising the
uncertainties inherent in forecasting in the current environment, the Board of Directors
maintains an optimistic outlook on the Group's ability to sustain ongoing operations.
For the year ended 31 March 2026, AFC Group reported an operating revenue of NZ$161,285.
This represents a decrease from the prior financial year's operating revenue of NZ$637,304.
This deterioration was primarily attributed to declining sales. As a result, the Company
produced a net loss of NZ$818,092 for the year.
Despite the loss, the Group has secured critical financial stability. The Group holds significant
unencumbered property assets, including three residential units at the Longview vineyard,
providing access to low-rate debt financing if needed. Furthermore, the Group obtained
deferred payment terms for related-party payables totalling $1,170,427.17, which follows a
$500,000 unconditional forgiveness of a related-party loan, thereby improving short-term
liquidity
.
As at 31 March 2026, the unaudited net assets were NZ$206,390. Cash and cash equivalents
stood at NZ$39,437. Fixed assets in the form of property, plant, and equipment
totalled NZ$1,463,053.
Outlook & Strategic Initiatives
AFC Group is actively integrating into its major shareholder's broader business strategy to
drive innovation and foster long-term value creation. The Group's major shareholder, NZ

Silveray Group Limited (NZSG), is committed to providing ongoing financial support. NZSG
provided $700,000 during the fiscal year ending 31 March 2026 and continued its backing with
additional $100,000 contributions in both April and May 2026. Furthermore, the major
shareholder has signed a letter of support confirming they will not call the loan before AFC is
financially capable of repaying it.

To navigate current difficulties and achieve future revenue growth, the Group has developed a
series of actions:

AFC Longview Limited (“AFCLV” and “Longview Estate”):
• AFC Longview budgets to sell White Diamond, Port, and OEM wines to China.
• Of those, White Diamond and Port wines are already under contract.
• To secure further production, AFC Longview is planting additional White Diamond
vines.
• The company also plans to expand its product range of less expensive wines and is in
the process of selecting wines with prospective customers.

AFC Biotechnology Manufacture Co Ltd:
• The company will enhance collaboration with distributors and extend its secondary
distribution footprint to achieve this target.

AFC Group Holdings Limited:
• Management has been actively pursuing new opportunities during the 2027 financial
year.

On behalf of the Directors of AFC, the Company extends its thanks to the shareholders for their
continued support.

Annual Report and Annual Meeting
AFC expects to release our Annual Report before the end of June, and we plan to hold our
Annual Meeting in early September 2026.

On behalf of the Board of Directors

Dr Howard Long
Interim CFO
02/06/2026
For Further Information
Please contact Dr Howard Long
howard.long@afcnz.com

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AFC GROUP HOLDINGS LIMITED
Results announcement



Results for announcement to the market
Name of issuer AFC Group Holdings Limited
Reporting Period 12 months to 31 March 2026
Previous Reporting Period 12 months to 31 March 2025
Currency NZD
Amount (000s) Percentage change
Revenue from continuing
operations
$161 (78.2%)
Total Revenue $161 (78.2%)
Net profit/(loss) from
continuing operations
($818) (342.7%)
Total net profit/(loss) ($818) (342.7%)
Interim/Final Dividend
Amount per Quoted Equity
Security
It is not proposed to pay any dividends for the year ended 31
March 2026
Imputed amount per Quoted
Equity Security
Not Applicable
Record Date Not Applicable
Dividend Payment Date Not Applicable
Current period Prior comparable period
Net tangible assets per
Quoted Equity Security
$0.00005682 $0.00006681
A brief explanation of any of
the figures above necessary
to enable the figures to be
understood
During the financial year, AFC Group Holdings Limited recorded
an unaudited operating revenue of $161 thousand, representing a
78.2% decrease from the previous year's operating revenue of
$741 thousand. The decline in sales resulted in a net loss of $818
thousand. Basic and diluted earnings per share were -$0.00022 for
this period. In accordance with its dividend policy, AFC Group
distributes no dividends for the financial year.
For more information, please refer to the preliminary
announcement.
Authority for this announcement
Name of person authorised
to make this announcement
Dr Howard Long
Contact person for this
announcement
Dr Howard Long, Interim CFO
Contact phone number +64 9 300 6268

Contact email address Howard.long@afcnz.com
Date of release through MAP 02/06/2026

Unaudited financial statements for the year ended 31 March 2026 accompany this
announcement.

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AFC Group Holdings Limited Annual Report 2026 25
AFC GROUP HOLDINGS LIMITED
CONSOLIDATED FINANCIAL STATEMENTS
FOR THE YEAR ENDED 31 MARCH 2026
2026 2025
NZ$ NZ$
Revenue
Operating revenue 161,285 741,088
Cost of sales (236,289) (363,892)
Gross profit/(loss) (75,003) 377,196
Other income 4,161 328,975
Expenses
Selling and distribution expenses (7,708) (147,786)
Administration expenses (558,754) (617,632)
Reversal/(impairment loss) on trade receivables - 14
Operating profit/(loss) (637,304) (59,233)
Finance income 3,314 2,409
Finance expense (184,102) (127,982)
(180,788) (125,573)
Profit/(loss) before income tax (818,092) (184,806)
Income tax expenses - -
Profit/(loss) for the year (818,092) (184,806)
Other comprehensive income - -
Total comprehensive profit/(loss) for the year (818,092) (184,806)
Total comprehensive profit/(loss) attributable to:
Equity holders of the parent (497,850) (163,584)
Non-controlling interest (320,243) (21,222)
(818,092) (184,806)
Profit/(loss) per share:
Basic and diluted earnings per share in NZ$

(0.00022) (0.00004)
Unaudited

AFC Group Holdings Limited Annual Report 2026 26
AFC GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
FOR THE YEAR ENDED 31 MARCH 2026
.

Issued Share
Capital
NZ$
Accumulated
Losses
NZ$
Equity Holders
of the Parent
NZ$
Non -Controlling
Interests
NZ$
Total
NZ$
Balance as at 1 April
2025
28,679,503 (27,676,940) 1,002,563 (758,989) 243,574
Net loss for the
financial year

-(497, 850)(497,850) (320,243) (818,092)
Related Party Loan
Forgiven
500,000 280,909- - 780,909
Total comprehensive
loss
-(216,941)(497,850) (320,243) (37,183)
Balance as at 31
March 2026
29,179,503 (27,893,881) 504,713 (1,079,232) 206,391
Balance as at 1 April
2024
28,679,503 (27,513,356) 1,166,147 (737,767) 428,380
Net loss for the
financial year

-(163,584)(163,584) (21,222) (184,806)
Other comprehensive
income
- - - - -
Total comprehensive
loss
-(163,584)(163,584) (21,222) (184,806)
Balance as at 31
March 2025
28,679,503 (27,676,940) 1,002,563 (758,989) 243,574
Unaudited

AFC Group Holdings Limited Annual Report 2026 27
AFC GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF FINANCIAL POSITION
AS AT 31 MARCH 2026
2026 NZ$ 2025 NZ$
SHAREHOLDERS EQUITY
Issued share capital 29,1 79,503 28,679,503
Accumulated losses (27,893,880) (27,676,940)
Total Equity attributable to shareholders of the company 1,285,622 1,002,563
Non -controlling Interest

(1,079,232) (758,989)
Total shareholders funds 206,390 243,574
Represented by:
CURRENT ASSETS
Cash and cash equivalents 39,437 3,760
Trade, other and related party receivables 97,976 108,294
Current Investments 20,392 20,223
Inventories 271,447 303,905
Prepayments and other current assets 19,514 79,408
Total current assets 448,766 515,590
NON-CURRENT ASSETS
Property, plant and equipment 1,463,053 1,455,273
Right-of-use assets 107,231 158,701
Intangible assets 308 258
Total non-current assets 1,570,591 1,614,232
Total assets 2,019,357 2,129,822
CURRENT LIABILITIES
Trade, other and related party payables 1,643,604 1,659,609
Lease liabilities 51,374 44,936
Borrowings 50,011 56,447
Total current liabilities 1,744,990 1,760,992
NON-CURRENT LIABILITIES
Borrowings 10,000 10,000
Lease liabilities 57,978 115,256
Total non-current liabilities 67,978 125,256
Total liabilities 1,812,967 1,886,248
Net assets/(liabilities) 206,390 243,574
For and on behalf of the Board, dated _______________
________________________ ________________________
Yang Xia Bo Xian Cao
Director Director
Unaudited

AFC Group Holdings Limited Annual Report 2026 28
AFC GROUP HOLDINGS LIMITED
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE YEAR ENDED 31 MARCH 2026
2026 NZ$ 2025 NZ$
Cash flows from operating activities
Cash was received from:
Receipts from customers 172,861 62,341
Receipts from related parties 260 447,398
Interest received 3,314 2,409
Other receipts 3,901 22,336
Cash was applied to:
Payments to suppliers and employees (729,872) (730,530)
Payment to related parties (-) (70,891)
Interest paid (5,340) (5,397)
Lease interest (14,109) (3,363)
Net cash outflow from operating activities

(570,243) (275,697)
Cash flows from investing activities
Cash was received from:
Proceeds from disposal of property, plant and equipment - -
Cash was applied to:
Purchase of property, plant and equipment (10,154) (3,174)
Term Deposit -(20,223)
Net cash outflow from investing activities (10,154) (23,397)
Cash flows from financing activities
Cash was received from:
Proceeds from borrowings - -
Received from related parties 635,769 355,133
Cash was applied to:
Payments for lease liabilities principal (50,840) (45,698)
Repayments to related parties -(24,074)
Repayment to borrowings (6,000) -
Net cash inflow from financing activities 578,929 285,361
Net increase/(decrease) in cash and cash equivalents (1,688) (13,733)
Foreign currency translation adjustment -(8,688)
Cash and cash equivalents at the beginning of the year 3,760 26,181
Restricted cash balance 37,345
Cash and cash equivalents at the end of the year 39,437 3,760
Unaudited
-