WasteCo Group Limited logo

Offer of new shares to selected investors

Capital Raise2 September 2026WCOIndustrials

2 September 2026

Update on Capital Raising initiatives

Offer of new shares to selected investors

WasteCo signalled its intention to raise further equity capital in the next three months in its

announcement to the market of 5 August 2026.

We are pleased to advise that today we are opening our offer to raise $2 million, with the right to

accept oversubscriptions for a further $1 million (“Offer”).

The Offer will comprise the issue of new ordinary fully paid shares at an issue price of $0.007

per new share.

The Offer will be made to selected investors.

The Offer will open today and close on 21 September, subject to any extension at the board’s

discretion in accordance with the NZX Listing Rules.

We attach:

1. A Fact Sheet which provides further information relating to the Offer.


2. A Cleansing Notice issued pursuant to clause 20(1)(a) of Schedule 8 to the Financial

Markets Conduct Regulations 2014.

The completion of the Offer will trigger the conversion of the convertible notes issued last

month into ordinary fully paid shares.

Share Purchase Plan

In conjunction with the Offer we intend to conduct a Share Purchase Plan (SPP). We will

distribute the SPP offer documentation to New Zealand based WasteCo shareholders before

the date of our Annual Meeting to be held on or about 22 September 2026.

The SPP will provide every New Zealand based shareholder with the opportunity to subscribe for

up to $50,000 of new shares. The issue price for new shares under the SPP will be the same as

the issue price for the Offer, namely $0.007 per new share.

Our Notice of Annual Meeting will be sent to our shareholders and to the market within the next

week.

Contact:

Sean Joyce

Chair

WasteCo Group Limited

Email: sean@corporate-counsel.co.nz

Mob: +64 21 865 704

About WasteCo
WasteCo is a national waste solution company, processing and diverting liquid and solid waste

from landfill. It provides comprehensive solutions for household, commercial, industrial and

local authority customers. The company provides waste and sorting options as well as waste

remediation, sweeping and industrial cleaning services – all delivered using leading edge

technology and highly trained customer-focused staff.

Important Notice

This announcement does not constitute investment or financial product advice, nor is it a

recommendation to acquire new shares. It is not intended to be used as the basis for making a

financial decision, nor is it intended to constitute legal, tax, accounting or other advice. You

should make your own enquiries and investigations regarding any investment, and should seek

your own professional advice on the legal, financial, accounting, taxation and other

consequences of investing in WasteCo.

This announcement is not a prospectus, product disclosure statement or any other disclosure

or offering document under New Zealand law or any other law. This announcement is for

information purposes only and is not an invitation or offer of securities for subscription,

purchase or sale in any jurisdiction and neither this announcement nor anything in it shall form

any part of any contract for the acquisition of new shares.

---

2 September 2026
NZX Limited

Level 2, NZX Centre

11 Cable Street

Wellington

NOTICE PURSUANT TO CLAUSE 20(1)(A) OF SCHEDULE 8 TO THE FINANCIAL MARKETS CONDUCT

REGULATIONS 2014

WasteCo Group Limited (NZX: WCO) (WasteCo) intends to undertake an offer of new ordinary fully

paid shares in WasteCo by a placement to selected investors, which is not underwritten (Offer).

The Offer is for up to $2,000,000 new shares (representing 285,714,285 shares) of the same class

as already quoted on the NZX Main Board of NZX Limited at a price of NZ$0.007, with the right for

WasteCo to accept a further $1,000,000 of oversubscriptions (representing 142,857,142 shares) at

its discretion.

Pursuant to clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct Regulations 2014 (FMC

Regulations), and clause 19 of Schedule 1 of the Financial Markets Conduct Act 2013 (FMCA),

WasteCo states that:

• WasteCo is making the offer in reliance upon the exclusion in clause 19 of Schedule 1 to the

FMCA and is giving this notice under clause 20(1)(a) of Schedule 8 to the FMC Regulations.

• As at the date of this notice, WasteCo is in compliance with the continuous disclosure

obligations that apply to it in relation to ordinary shares in WasteCo, and there is no

information that is “excluded information” as defined in clause 20(5) of Schedule 8 to the FMC

Regulations.

• As at the date of the notice, WasteCo is in compliance with its financial reporting obligations.

The offer is not expected to have any material effect or consequence on the control of WasteCo.

Yours faithfully


Sean Joyce

Chairperson

WasteCo Group Limited

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WasteCo Group Limited
Fact Sheet in respect of the issue of up

to $2,000,000 of new ordinary fully paid

shares at an issue price of $0.007 per share

to help fund the turnaround and growth of

WasteCo

ASTEC

02 September 2026

2
Issuer

Ordinary Shares

Issue Price

Offer Amount

Use of Proceeds

Documentation

Contact

Key Dates for the

Offer

THE OFFER

The issuer of the Shares is WasteCo Group Limited, which is listed on the NZX

Main Board (ticker code: WCO).

The Shares are ordinary fully paid shares.

The Shares are being issued at $0.007 per Share.

An amount of $2 million of Shares (representing 285,714,285 Shares) is

offered for subscription with the right for WCO to accept a further $1 million

of oversubscriptions at its discretion.

The funds raised from the Offer will be applied towards:

• Funding the vehicle and infrastructure required to support the new

nine year, $40 million life time value kerbside collection contract with

Ashburton District Council which commences in September 2026.

• Part funding the implementation costs associated with the Turnaround

Plan referenced in this document.

• Growth capital for WCO’s existing business operations.

• General working capital needs of the group.

An investor wishing to subscribe for Shares must enter into a Share

Subscription Agreement with WCO, a copy of which is available upon request.

If you would like to discuss a prospective investment in WasteCo Group

Limited please contact Sean Joyce as follows:

M: +64 21 865 704

E: sean@corporate-counsel.co.nz

The Offer Opens 02 September 2026

Offer Closes 21 September 2026

Allotment of Shares 21 September 2026


This Fact Sheet should be read in conjunction with the Important

Information on page 14.

1

WasteCo Group
2

WasteCo Group Limited (“WCO” and “the Company”) is a diversified national waste solutions and

industrial services company. WCO provides comprehensive waste management solutions for household,

commercial, industrial and local Government customers.

Our website is at www.wasteco.co.nz

WCO’s earnings base is largely underpinned by the provision of essential waste services, including a

significant proportion secured by long term contracts, with geographic and sector diversification across

councils, healthcare, infrastructure, commercial and industrial customers.

With a strong emphasis on minimising the environmental impacts of waste, WCO has a successful track

record of diverting waste from landfill in Christchurch and South Canterbury.

WCO is New Zealand’s only waste solutions investment opportunity listed on the NZX.

Since listing:

• WCO has completed the acquisitions of Cleanways and related companies (“Cleanways”), Central

Suction Cleaners (“CSC”), the waste division of Bond Contracts Limited (“BCL”) and most recently Civic

Waste Limited (“Civic”).

• The Civic Waste acquisition has been transformative for WCO in that it has provided the Company

with exposure to the North Island waste and industrial services market. Previously, WCO’s operations

had been restricted to the South Island.

• WCO has grown its revenues from $19 million in FY 2022 to $70.3 million in FY 2026.

Diverse geographic spread and revenue streams

A strength of WCO is its geographic presence throughout New Zealand together with the diversity of

revenue streams through the different waste management and industrial solutions WCO provides to its

customers.

WCO is a leading boutique provider of essential waste services in New Zealand with a significant portion of

the WCO group’s income derived from long-term contracts and is recurring.

It is also noted that:

• Many of WCO’s customers are considered essential and include local Government and large corporate

customers which have consistent waste solution requirements.

• WCO operates one of only a few medical and quarantine waste treatment, remediation, and disposal

services in New Zealand.

WASTECO – THIS IS WHAT WE DO

3
WCO has the following operations throughout New Zealand:

OUR GEOGRAPHIC SPREAD OF OPERATIONS

Auckland, Hamilton and Wellington

(via the Civic acquisition in December 2024)

• Waste collection and industrial services

to commercial, industrial and municipal

clients

Nelson / Marlborough

• Sweeping

• Industrial Services

Canterbury

• Waste Collection

• Bin & Skip Rentals

• Sweeping

• Industrial Services

• Event & General Waste Sorting & Diversion

• Medical & Quarantine Services

South Canterbury

• Waste Collection

• Bin & Skip Rentals

• Industrial Services

• Ship Hold Cleaning Specialists

Otago

• Waste Collection

• Bin & Skip Rentals

• Industrial Services

• Medical & Quarantine Services

• Landfill Management

Central Otago

• Waste Collection

• Bin & Skip Rentals

• Industrial Services

Southland

• Industrial Services

• Residential and Commercial Waste

• Liquid Waste

• Delivery of Fresh Water

• Transfer Station Management

The opportunity

The New Zealand waste and industrial services market is a fragmented sector. There are many small and

medium-sized enterprises participating in this market. Often these businesses are generating revenues of

between $5 and $20 million. Among these businesses will be perfect acquisition targets for WCO.

WCO is well positioned to acquire small and medium sized enterprises in the waste, refuse and industrial

services sector, where they are identified as suitable targets. Being listed on the NZX Main Board provides

WCO with an opportunity not afforded to many potential buyers, given WCO is able to source investment

capital readily, and also enables WCO to offer vendors of businesses the opportunity to take scrip issued

by WCO as part payment for the purchase price of any new businesses acquired.

There is an immediate opportunity for WCO to grow in part through a focused and disciplined acquisition

strategy. WCO’s short term goal is to have grown its revenues (on an annualised basis) to $85 million by

the end of FY 2028.

Acquisition opportunities offer WCO significant scalability and synergy value.

WasteCo Group
4

Dear prospective investor,

I was appointed Chair of the WasteCo Board with

effect from 17 July 2026. It has been a very busy

month since my appointment.

I would like to introduce myself to those of you

who do not already know me.

My background

I have a Bachelor of Arts and a Bachelor of Laws

with Honours from Auckland University. I am a

Chartered Member of the New Zealand Institute

of Directors.

I spent the first 30 years of my career practising

corporate law in Auckland. The focus of my

practice was capital markets, securities laws,

NZX transactions, financing arrangements and

acquisitions.

During the course of the last ten years, I have

also been actively involved as a participant in the

New Zealand capital markets as a principal in a

capital markets advisory firm raising new capital

for the firm’s clients and facilitating the listing of

numerous companies on the NZX Main Board.

I hold, and have held, several non-executive

directorships of a number of NZX listed companies

and hold, or have held, numerous non-executive

directorships with other significant privately held

businesses.

I am an executive director of Empire Capital

Limited - an Auckland based family office that

invested $15 million in WasteCo via a convertible

note in December 2024 to assist with funding

WasteCo’s purchase of Civic Waste Limited.

In conjunction with the investment by Empire

Capital, I was appointed to the Board of WasteCo

in December 2024 and attended my first meeting

in January 2025.

My interest in WasteCo and the waste industry

During my legal career, I advised one of the largest

New Zealand waste companies. During that time,

I assisted that business with the acquisition of

multiple waste businesses, the development of

joint ventures with market participants and the

securing of a significant landfill development.

During this role I learned a lot about the waste

industry and the commercial opportunities,

LETTER FROM THE BOARD CHAIR

strengths and positive attributes associated with

the industry.

As my career pivoted into the capital markets, I

always sought an opportunity to be involved in

bringing a waste business to the New Zealand

stock market.

In 2022, I was the Chair of Goodwood Capital, an

NZX listed company that was looking for a new

initiative to invest into.

I was introduced to WasteCo in 2022 by an

investor in WasteCo and ultimately facilitated the

purchase of WasteCo by Goodwood Capital (which

subsequently changed its name to WasteCo Group

Limited).

I also facilitated the investment of new equity

into the business (including my own investment)

in conjunction with the listing of WasteCo on the

NZX Main Board.

Following the completion of the acquisition of

WasteCo in 2022, I stepped down from the Board

and let the new Board and the founders operate

the business.

To date, I have facilitated the investment of circa

$25 million of new equity or debt into WasteCo.

My family interests, my friends and my colleagues

are heavily invested in WasteCo.

My personal interests are aligned with the

shareholders and other stakeholders of WCO.

I am bitterly disappointed with the performance

of the business since its listing.

I rejoined the Board of WasteCo 18 months ago in

conjunction with the investment of a $15 million

convertible note by Empire Capital Limited.

Last month, I assumed the role of Chair of the

Board and have taken a progressively more hands-

on role in the operations of the business, with a

view to turning the business around aggressively.

Why are we where we are?

The business faces several major challenges

which have led to the disappointing financial

performance of the Company since the listing of

the business on the NZX:

• We are carrying too much debt for a company

of its size. Quite simply, the business

5
borrowed too much at low interest rates

to acquire plant and equipment and fund

acquisitions, and was not able to generate

sufficient returns on those funds borrowed to

retire debt quickly enough, especially when

our effective rates of interest we were paying

climbed significantly over the last few years.

The required debt repayment obligations and

servicing costs have had a material adverse

impact upon the free cash available to the

Company for utilisation as working capital

during that period. WasteCo continues to pay

down its loans to its bankers on a prompt

basis.

• Our corporate overhead is too large for the

size of WasteCo’s business operations. I

believe that we have a structure that is more

appropriate for a business with a much larger

scale of operations.

• Our operational and financial performance

needs to be optimised and improved

significantly. We must focus on productive

labour and asset utilisation.

• We operate some very profitable business

divisions. However, we also operate several

legacy business divisions that are not core to

our fundamental business operations and are

not profitable.

• We have grown our revenue significantly

since listing, from $19 million to $70 million

for FY 2026. However, during this period

of sustained growth, the Company did not

integrate well nor manage productivity and

therefore margins effectively. We grew

businesses and revenue streams that were

not profitable. As the saying goes “Increased

revenue is for vanity, whilst net profit is for

sanity”.

• Our business owns a significant number

of non-productive assets, which we are

addressing

• We are undercapitalised as a business.

The Board’s key objectives

The Board’s key objectives are to:

• Establish trust and confidence in WasteCo and

the Board.

• Make our stakeholders feel proud, excited and

confident about their investment in WasteCo.

• Work with our key suppliers and customers

and foster trust, and collaborative working

relationships.

• Implement our rigid and robust Turnaround

Plan.

• Improve operational performance and

productivity.

• Improve labour and asset utilisation within

our business.

• Improve bottom line profitability.

• Continue to challenge our long-term strategy

while management develops and executes it.

• Innovate, creating new solutions for our

customers.

• Continue to improve our health and safety

systems and frameworks.

• Continue to build a strong, committed and

focused WasteCo team.

• Divest non-productive or non-core business

divisions and assets.

• Continue to reduce debt.

• Build a strong, focused, resilient and

successful organisation.

My commitment to WasteCo

My personal interests are aligned with the

shareholders of WasteCo.

My personal commitment is that I will move

heaven and earth to ensure the above key

objectives are achieved through a focused and

single-minded implementation of our plan.

Our Board and our leadership team are equally

committed to this process and to making WasteCo

a force to be reckoned with in the New Zealand

waste sector!

We have already made some very positive

progress in implementing the above objectives.

If you would like to discuss anything in this

update, please feel free to reach out to me at

sean@corporate-counsel.co.nz or call me on

+64 21 865 704.

Yours sincerely

Sean Joyce

Chair

WasteCo Group Limited

WasteCo Group
6

Critical to the implementation of the improvement of our operational and financial performance is the

appointment of a new permanent CEO.

We are delighted to advise that we have just appointed Brian Cohalan as our new permanent CEO. Brian

brings with him a deep understanding of, and experience within the waste industry and the collateral

skill sets that the WasteCo Board believes will complement the WasteCo senior leadership team and add

enormous value to WasteCo from both an operational and financial perspective.

Brian’s experience in the waste sector runs deep through his work in the Australian waste industry which is

directly transferable to the New Zealand waste sector.

During a period of 17 years Brian held senior roles with the following significant waste and environmental

solutions businesses in Australia:

• Sita Environmental Solutions State General Manager for Queensland and Northern Territories.

• Sita/CEC Environmental Solutions Joint Venture Chief Executive Officer.

• Cleanaway (a division of Brambles Australia) - State Manager for South Australia and Northern

Territories, together with other senior leadership roles.

Most recently Brian has held the role of Managing Director at Glidepath, and subsequently as Vice

President of Alstef Group for the APAC Region following Alstef’s acquisition of Glidepath in 2023.

The WasteCo Board is delighted to have secured the services of Brian and are proud to have Brian lead the

WasteCo team on its transformation and turnaround.

APPOINTMENT OF OUR NEW CHIEF EXECUTIVE OFFICER

7
OUR FOCUS IS ON IMPROVING PROFITABILITY AND

OPERATIONAL PERFORMANCE

What have we achieved during this challenging period?

During the last 12 months:

• WCO has undertaken a sweeping restructure of its senior leadership team, and its commercial

operations to “cut its cloth” according to the “new” economy we find ourselves operating within.

There is still more work to be done in refining the operational and financial structure of the

business, but good progress has been made. Significant savings will be achieved through this

restructure.

• WCO started the replacement of specialised vehicles in the hydro-excavation/industrial services

sector by obtaining new or near new operating equipment. We operate these at higher margins due

to higher productivity being achieved.

• WCO set up a new state of the art Medical and Quarantine (“M&Q”) waste transfer facility in

Cromwell. This MPI approved secure facility increases WCO’s capacity to handle M&Q waste in a

core growth region of New Zealand.

• We secured a long term (nine year) contract with the Ashburton District Council to deliver waste

management services across the district. This will commence in September 2026.

• WCO has invested in modernising technology and computing systems in order to automate many

processes, reduce cost and enhance business operations.

WCO grew the size and scale of the business revenues significantly from $48 million in FY 2024 to

$56 million in FY 2025 and then to a $70.3 million in FY 2026. This growth was achieved through a

combination of organic business growth and acquisitions.

Why is our financial performance below par?

Notwithstanding that our revenue growth was pleasing, the underlying financial performance of

the business was very disappointing as we incurred a significant loss in FY 2026. Much of this poor

performance can be put down to:

• The difficult prevailing economic market conditions in New Zealand.

• A combination of increased interest rates, holding too much debt on the books, increased labour

and fuel costs, a failure to fully optimise the utilisation of WCO’s business assets, delays in passing

on increased costs to WCO customers, and poor labour and asset utilisation.

• Our previous executive team failed to recognise the economic issues that WCO was facing and were

too slow to move to arrest some of the negative trends that were developing within the economy

generally and within WCO’s own business specifically.

• Reliance on too many external advisors.

• The costs associated with having to reboot our entire health and safety system due to several

terrible health and safety events that occurred during the last 12 months.

• A lack of discipline from our executive team in reigning in costs and exiting non-productive/loss

making business divisions and assets.

With the exception of one member of the senior executive team, every member of the senior

leadership team of WCO has exited the business, and been replaced, or is in the process of being

replaced by new executives who the Board have confidence will provide the necessary skills, urgency

and commitment to navigate the Company through the transition from the recessionary enviroment into

the strength of the newly resurgent economy during 2027 and beyond.

WasteCo Group
8

What are we doing to optimise the operational and financial performance of the

Company?

We have adopted and are in the process of implementing an aggressive turnaround plan, details of which

are provided in the next section of this document.

The WCO Board and the senior executive team are absolutely focused on optimising the financial

performance of the Company.

9
During the course of the last calendar month the Board and the senior leadership team have developed a

comprehensive Turnaround Plan (“Plan”) as part of the transformation of the WasteCo business.

The focus of our Plan is as follows:

• The ruthless execution and implementation of the Plan.

• The appointment of a new Chair to lead the Board and to execute and ensure success of the Plan. This

initiative has been implemented with the appointment of Sean Joyce as our new Chair last month.

• Appointing a new permanent CEO. This initiative has been implemented with the appointment of

Brian Cohalan as our new CEO as of 31 August.

• Raising new equity into the business. In addition to the offer described in this document, it is also the

intention to raise further equity from shareholders pursuant to a share purchase plan.

• Implementing rigid cost controls within our business. This initiative is well underway and restructuring

has already commenced in the business within the last few weeks.

• Winding down poor performing business divisions and either disposing of those divisions as going

concerns (or asset sales) or reallocating those assets to other more profitable divisions within the

WasteCo group.

• Selling non-core and under-utilised equipment that is surplus to our core requirements.

• Developing strategic relationships with other industry players and competitors.

• Improving operational performance and in particular labour and asset utilisation.

• Increasing revenues whilst maintaining and/or improving margin.

• The provision of efficient, reliable and accountable operations to our customers and ensuring

customer retention.

• Continuing to improve our health and safety regime to ensure all of our staff go home safe and

healthy each day.

• Improving our labour and asset utilisation.

• Quietening the noise in the media and the market and improving relationships with our key

stakeholders including shareholders who have been vocal in their dissatisfaction of our performance,

customers and suppliers. Our new Chair has already met with one of our founder shareholders who

has previously expressed publicly displeasure with WCO’s performance. Our discussions have been

constructive and pleasant to date, and we look forward to maintaining an open channel of dialogue

with this shareholder in the future. The “noise” in the media has subsided consequently. Recent

media regarding the appointment of our new CEO and the restructuring has been quite favourable,

fair and positive.

There is no singular silver bullet to turning around the fortunes of a business, but instead a vast number of

silver bullets that must be deployed to achieve a successful turnaround. The vast majority of the cost out

and divestment initiatives will be underway within 60 days.

OUR TURNAROUND PLAN

WasteCo Group
10

OBJECTIVES OF THE PLAN

The objectives of the Plan are to:

• Reduce the annualised cost base of WasteCo NZ Limited by circa $5 million through structural

rationalisation, contract exits, premises rationalisation, and less reliance on external professional

advisors.

• Proceed with the divestment of non-core business divisions and those assets that are surplus to our

commercial requirements which presents a strategic debt-reduction opportunity which we anticipate

will realise between $10 million and $12 million in sale proceeds.

• Introduce new equity into the business to be deployed for working capital for the business. We have

recently received several unsolicited approaches from significant third-party investor groups who have

expressed an interest in taking a meaningful interest in WCO. These discussions are at early stages

and cannot currently be quantified, or any assurance given that they will correlate to new investment

in the Company, but it is reassuring to be approached by investors wishing to explore a strategic

investment in our business.

Ultimately, we would like to offer our existing shareholders an opportunity to participate in a capital

raising initiative at some stage in the future also.

We are focused intently on improving operational efficiencies and performance within our business.

The Board and the senior executive team are working collaboratively on this important workstream. We

believe that the implementation of this strategy will improve our financial performance and that improved

performance will ultimately be reflected in our share price.

THE ENGAGEMENT OF AN IMPLEMENTATION TEAM TO EXECUTE AND IMPLEMENT THE

PLAN

The key to the effectiveness of any plan or strategy is the execution of that plan or strategy. We are

singularly focused on the implementation and execution of our Plan.

The Board has formed an Implementation Team (“Team”) to execute the Plan.

This Team comprises a combination of internal resource and external resource with strategic skills to assist

the business in ensuring the Plan is successfully implemented in short order.

A FOCUS ON THE RUTHLESS EXECUTION AND IMPLEMENTATION OF THE PLAN

The focus of the Team is the ruthless implementation of the Plan, including:

• Laser like focus.

• No excuses.

• No delays.

• No obstacles.

• Implementation at all costs.

11
As at 31 March 2026, the WasteCo group overall debt was approximately NZ$40.1 million of asset finance

and convertible notes, resulting in finance costs of NZ$5.5 million. The group repaid NZ$7.3 million of debt

principal during FY26 and plans further debt reduction during FY27.

WasteCo group recently entered into a working capital funding arrangement with PFNZ Limited, trading

as Pacific Invoice Finance, as announced to the NZX on 12 June 2026 (the PIF Funding Facility) to provide

a flexible source of working capital and support growth while improving cashflow. The PIF Funding Facility

provides funding of up to $10 million for a minimum 9-month term.

WasteCo currently has the following convertible notes on issue:

• $15 million principal amount of secured convertible notes, carrying a 6% annual interest rate. These

notes are convertible at the option of the holder into equity at $0.02 per share at any time during a

5 year term ending 19 December 2029. Shareholders approved the issue of these notes to Empire

Waste Technology Limited at a special meeting of shareholders held on 13 December 2024.

• $700,000 principal amount of unsecured convertible notes, carrying an 8% annual interest rate, and

convertible at the option of the holder by 14 August 2027, or mandatorily earlier

• $2 million principal amount of unsecured convertible notes, carrying a 10% annual interest rate, and

convertible at the option of the holder by 14 August 2028.

Against this backdrop, the PIF Funding Facility forms part of the group’s strategy to address working-

capital pressures, strengthen the group’s balance sheet, improve liquidity management and support future

growth initiatives, while the group continues its focus on reducing debt.

WasteCo is currently actively managing its trade creditors while progressing its balance sheet restructure.

WasteCo continues to evaluate its optimum debt financing structure and is exploring a refinance of its

senior facilities and will consider further refinancing convertible note funding or variations thereto in due

course.

WASTECO GROUP DEBT PROFILE AND INTENDED

REFINANCING

12
FY 2026

For FY 2026 we reported Operating EBITDA of $5.85m and incurred a net loss of $12.35 million. Our

adjusted Operating EBITDA for FY2026 was $6.73

1

million after adjusting for one-off and non-recurring

items.


The operating EBITDA also excluded the following one-off business improvement costs:

• $1.75 million invested in health and safety management across WCO (with health and safety being our

highest priority).

• $1.35 million of restructuring costs.

During the past year, WasteCo has focused on simplifying operations, reducing complexity and building

greater consistency across its national network. These changes were necessary and added materially

to costs during FY 2026. However, the business is now operating with greater discipline, clearer

accountability and more consistency than it was twelve months ago.

The audited financial statements are available at:

https://api.nzx.com/public/announcement/473636/attachment/469768/473636-469768.pdf

FY 2027

With the implementation of the Plan we are targeting to reduce last years’ loss by between $2.5 million

to $4 million as a result of our costs out and divestment strategy, improved asset utilisation and labour

efficiencies.

We are anticipating that Operating EBITDA will be the same or similar to FY 2026 given the cost saving

measures take time to flow through to the profit and loss of the business.

FY 2028

For FY 2028 – we are anticipating:

• Our revenues to grow significantly.

• A full year of cost reductions of between $5 million to $6 million per annum.

• Marked improvement in our asset and labour utilisation.

• Our operating EBITDA to grow significantly.


Building off that platform bottom line we expect profit would grow exponentially from there with a

disciplined cost and organisational base in place.

Share price and market capitalisation

Having regard to the current market value of the business as quoted on the NZX, which is $7.68 million,

or $0.007 per share, we consider there should be significant upside in our stock price with any material

improvement in the underlying business operations. Of course, no assurance can be given of any share

price outcome.

FINANCIAL INFORMATION AND OUTLOOK

1

Includes insurance proceeds of $210,000.

WasteCo Group
13

WasteCo has faced a number of incredibly challenging events in the last 12 months together with trading

in very difficult macro-economic factors. The last three years have presented some of the toughest trading

conditions that New Zealand has experienced in decades.

It goes without saying that many other New Zealand companies are also facing similar headwinds

and difficult trading conditions. A significant portion of our business is reliant on commercial activity,

particularly in the construction industry and it is widely reported that the construction and building sector

is also under enormous pressure.

Many other customers and verticals that we service have also had to tighten their belts to preserve their

own resources during this difficult period. That has had a direct flow on effect for us at WasteCo.

Notwithstanding these economic headwinds, we are committed to turn around the fortunes of the

business and are confident we will make positive in roads in that regard during the course of this financial

year.

We are embarking on a focused strategy of increasing operational performance, improving revenues,

implementing rigid cost controls, reviewing the ongoing benefit of retaining poor performing business

divisions and realising assets that are surplus to our core requirements.

We appreciate the support and patience that you have provided to us in recent years and are committed

to repaying that support and patience with improved financial and operational performance and

ultimately an improved share price!

We believe that with the restructuring bedded down and the business recapitalised we will be well

positioned to embark on a period of disciplined organic and acquisitive growth under the leadership of our

new CEO.

Consolidation opportunities continue to offer significant scalability and synergy value.

The principal pillars of WCO’s growth strategy are:

• Take advantage of the economic recovery as it corrects itself and waste volumes increase.

• Continue to grow a strong pipeline of waste contracting opportunities.

• Expand into adjacent services.

• Capture the significant opportunity to aquire small and medium sized enterprises in the waste, refuse

and industrial services sector where they are identified as suitable targets.

• Grow the Medical and Quarantine (M&Q) waste business – WasteCo is one of only two operators of

M&Q processing facilities in NZ.

• With the Civic Waste acquisition we can now offer a nationwide service and respond to national

tenders for waste services.

• Expand our network of strategically located sorting facilities to support growth opportunities.

• Target longer-term expansion opportunities in the North Island, through acquisitions and organically

through the Civic Waste business.

• The fragmented industry presents an opportunity for the consolidation of suitable targets.

• Value arbitrage between private transaction multiples and listed multiples supported by strong

infrastructure investor sector interest due to defensive earnings.

• There are accretive earnings through the opportunities afforded by “cross-selling” WCO’s services to

new client bases acquired through acquisitions.

WHERE TO FROM HERE FOR WASTECO?

14
This Fact Sheet has been prepared by WasteCo Group Limited (WCO) in connection with the proposed

issue of ordinary shares (Shares).

This Fact Sheet provides information about WCO and its business operations. This Fact Sheet has been

prepared solely for information purposes in order to assist the recipient in evaluating its proposed role in

relation to a potential investment in WCO and may not be used for any other purpose.

WCO is subject to disclosure obligations that require it to notify certain material information to NZX.

This Fact Sheet should be read in conjunction with WCO’s other periodic and continuous disclosure

announcements lodged with the NZX, which are available at www.nzx.com under the code “WCO”.

This Fact Sheet does not constitute an invitation or offer of securities for subscription, purchase or sale in

any jurisdiction other than New Zealand.

Neither WCO nor any of its directors, employees, shareholders, advisors nor any other person give any

warranties or representation (express or implied) as to the accuracy or completeness of this Fact Sheet.

To the maximum extent permitted by law, none of WCO, its directors, employees, shareholders, advisors

or any other person shall have any liability whatsoever to any person for any loss (including, without

limitation, arising from any fault or negligence) arising from this Fact Sheet or any information supplied in

connection with it.

This Fact Sheet contains projections or forward-looking statements regarding a variety of items. Such

projections or forward-looking statements are based on current expectations, estimates and assumptions

and are subject to a number of risks, and uncertainties, including material adverse events, significant

one-off expenses and other unforeseeable circumstances. There is no assurance that results contemplated

in any of these projections and forward-looking statements will be realised, nor is there any assurance

that the expectations, estimates and assumptions underpinning those projections or forward-looking

statements are reasonable. Actual results may differ materially from those projected in this Fact Sheet. No

person is under any obligation to update this Fact Sheet at any time after its release or to provide you with

further information about the proposed issue of shares.

This Fact Sheet, the information contained within it, and any other materials supplied to you in

connection with the proposed issue of shares are not for public release or distribution and are provided

to each recipient on the basis that it is strictly confidential. By accepting delivery of this Fact Sheet, you

acknowledge, agree and confirm that this Fact Sheet, its contents, and any other materials supplied to you

in connection with the proposed issue of shares are and remain confidential. You will also, if requested by

WCO, immediately return this Fact Sheet and all other confidential information provided to you to WCO,

and provide written confirmation that no copies of this Fact Sheet or any other confidential information

have been retained.

If you are not the intended recipient of this information, you are hereby notified that any review,

dissemination, distribution or copying of information or documentation is strictly prohibited and you

should not act upon anything in this Fact Sheet.

IMPORTANT INFORMATION

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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