AI assistant
SELECT HARVESTS LIMITED — Investor Presentation 2014
Aug 24, 2014
65792_rns_2014-08-24_0fd2c47d-542e-4a59-ab1a-187f1fd49a9e.pdf
Investor Presentation
Open in viewerOpens in your device viewer
**Select
Harvests
Limited**
Acquisi/ons,
Capital
Raising
&
FY14
Results
Presenta/on 25
August
2014
**Important
Informa5on**
This
presenta/on
has
been
prepared
by
Select
Harvests
Limited
(ACN
000
721
380)
("Select
Harvests“,
“Select”).
This
presenta/on contains
informa/on
about
Select
Harvests
and
its
subsidiaries
and
is
dated
25
August
2014.
The
informa/on
in
this
presenta/on
does not
purport
to
be
complete
or
to
provide
all
informa/on
that
an
investor
should
consider
when
making
an
investment
decision.
It
should be
read
in
conjunc/on
with
Select
Harvests'
other
periodic
and
con/nuous
disclosure
announcements
lodged
with
the
Australian Securi/es
Exchange
which
are
available
at
asx.com.au.
Certain
announcements
are
also
available
at
selectharvests.com.au
(ASX
code SHV).
This
presenta/on
includes
"forward-‐looking
statements"
within
the
meaning
of
the
securi/es
laws
of
applicable
jurisdic/ons.
Forward-‐ looking
statements
can
generally
be
iden/fied
by
the
use
of
forward-‐looking
words
such
as
"may",
"will",
"expect",
"intend",
"plan", "es/mate",
"an/cipate",
"believe",
"con/nue",
"objec/ves",
"outlook",
"guidance"
or
other
similar
words,
and
include
statements regarding
certain
plans,
unknown
risks,
uncertain/es
and
other
factors,
many
of
which
are
outside
the
control
of
Select
Harvests,
and
its officers,
employees,
agents
or
associates.
Actual
results,
performance
or
achievements
may
vary
materially
from
any
projec/ons
and forward-‐looking
statements
and
the
assump/ons
on
which
those
statements
are
based.
Readers
are
cau/oned
not
to
place
undue reliance
on
forward-‐looking
statements
and
Select
Harvests
assumes
no
obliga/on
to
update
such
informa/on.
This
presenta/on
is
for
informa/on
purposes
only
and
is
not
financial
product
or
investment
advice
or
a
recommenda/on
to
acquire Select
Harvests'
shares
and
has
been
prepared
without
taking
into
account
the
objec/ves,
financial
situa/on
or
needs
of
individuals. Before
making
an
investment
decision
prospec/ve
investors
should
consider
the
appropriateness
of
the
informa/on
having
regard
to their
own
objec/ves,
financial
situa/on
and
needs
and
seek
legal
and
taxa/on
advice
appropriate
to
their
jurisdic/on.
Select
Harvests
is not
licensed
to
provide
financial
product
advice
in
respect
of
Select
Harvests
shares.
Cooling
off
rights
do
not
apply
to
the
acquisi/on
of Select
Harvests
shares.
You
should
make
your
own
decisions
regarding
the
Capital
Raising
and
whether
to
par/cipate
based
upon
your own
inquiries
and
independent
advice.
2
**Important
Informa5on**
The
underwriters
and
advisors
have
not
been
involved
in
the
prepara/on
of,
and
have
not
authorised,
permibed
or
caused
the
issue, lodgement,
submission,
dispatch
or
provision
of
this
presenta/on
and
do
not
make
or
purport
to
make
any
statement
in
this presenta/on
and
you
acknowledge
that
there
is
no
statement
in
this
presenta/on
which
is
based
on
any
statement
made
by
the underwriters
and
advisors.
You
acknowledge
and
agree
that
none
of
the
underwriters
and
advisors
and
their
affiliates,
officers
and employees,
makes
any
representa/on
or
warranty
as
to
the
currency,
accuracy,
reliability
or
completeness
of
informa/on
and
nor do
they
make
any
representa/ons
or
warran/es
to
you
concerning
the
Capital
Raising
and
whether
you
should
par/cipate.
You should
make
your
own
decisions
regarding
the
Capital
Raising
and
whether
to
par/cipate
based
upon
your
own
inquiries
and independent
advice.
The
underwriters
and
advisors
and
their
affiliates,
officers
and
employees,
to
the
maximum
extent
permibed by
law,
expressly
disclaim
all
liabili/es
in
respect
of,
make
no
representa/on
regarding,
and
take
no
responsibility
for
any
part
of this
document
or
in
rela/on
to
the
Capital
Raising.
3
Agenda
1. Introduc5on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
4
Highlights
==> picture [21 x 11] intentionally omitted <==
FY2014
- ü Strong
earnings
and
strong
cash
flow
genera1on
==> picture [21 x 11] intentionally omitted <==
**Almond
Division**
- ü Solid
performance
despite
lower
than
forecast
crop
==> picture [21 x 11] intentionally omitted <==
**Food
Division**
- ü Turn
around
on
track
==> picture [21 x 11] intentionally omitted <==
**Significant
Acquisi5ons**
-
ü 3
Acquisi1ons
(1
complete)
comprising
2,481
planted
acres
and
4,465
plantable
acres -
ü Acquisi1ons
and
greenfield
development
founda1on
in-‐line
with
strategy
to
double
planted
acreage
by
2018
==> picture [21 x 11] intentionally omitted <==
**Acquisi5on
&
Business
Development
Funding**
-
ü New
equity
(Placement
and
Share
Purchase
Plan)
plus
debt -
ü Long
term
off
balance
sheet
funding
op1ons
being
ac1vely
inves1gated
5
**FY14
financial
overview**
Increased
profit
and
strong
cash
flow
genera5on
despite
lower
than
an5cipated
crop
volumes
==> picture [20 x 11] intentionally omitted <==
Reported
FY14
Net
Profit
aJer
Tax
(NPAT)
of
$29.0m
is
a
record
result[(1)] (FY13
Reported
NPAT
of
$2.9m)[(2)]
==> picture [20 x 11] intentionally omitted <==
FY14
NPAT
of
$29.0m[(1)] is
up
27%,
compared
to
underlying
FY13
NPAT
$22.9m
==> picture [20 x 11] intentionally omitted <==
EBIT –
FY14
EBIT
$41.8m[(1)] ,
up
11%
==> picture [20 x 11] intentionally omitted <==
Cash
flow –
Opera1ng
cash
flow
$23.1m
(FY13
$4.1m)
–
strong
conversion
==> picture [20 x 11] intentionally omitted <==
Strong
earnings
growth –
Reduced
crop
(down
17%)
was
par1ally
off-‐set
by
33%
almond
price
increase,
higher
than an1cipated
sell
through
of
the
2013
season
crop
and
revalua1on
of
trees
==> picture [20 x 11] intentionally omitted <==
Borrowings –
Net
Debt
of
$94.8m
with
gearing
of
52%
(Net
Debt
to
Equity).
Includes
funding
of
$16.3m
acquisi1on
se`led during
FY14
==> picture [20 x 11] intentionally omitted <==
Earnings
per
Share
(EPS) –
50.2
cents
per
share
(underlying
FY13
40.1
cps),
up
25%
==> picture [20 x 11] intentionally omitted <==
Dividend –
Final
Dividend
(unfranked)
declared
9
cents
per
share
(full
year
dividend
20
cents
per
share)
- (1)
Includes
$6m
pre-‐tax
revalua1on
of
almond
trees.
(2)
FY13
reported
NPAT
includes
impact
of
WA
write-‐down
and
discount
on
acquisi1on.
6
**Value
enhancing
acquisi5ons**
==> picture [20 x 11] intentionally omitted <==
**Substan5al
increase
to
produc5ve
asset
base**
-
17%
increase
in
mature
orchards
will
provide
year
1
earnings,
cash
flow
and
exposure
to
current
strong
almond pricing -
4,465
acre
increase
in
total
plantable
area
(currently
1,000
acres),
with
greenfield
orchard
development
program
to drive
long-‐term
produc1on
growth -
Enhanced
orchard
maturity
profile
posi1ons
Select
for
its
strategic
objec1ve
to
double
produc1ve
capacity
by
2018 and
actual
produc1on
by
2025
==> picture [20 x 11] intentionally omitted <==
Improved
u5lisa5on –
Increased
produc1on
volumes
intended
to
drive
margin
improvement
and
enhance
value
in
the medium
term
by
leveraging
fixed
cost
infrastructure
==> picture [20 x 11] intentionally omitted <==
A[rac5vely
priced
acquisi5ons
of
scale –
Total
considera1on
of
$63m:
mature
orchards
(acquired
below
Select’s development
cost);
vacant
land
for
greenfield
orchard
development;
and
permanent
water
rights
==> picture [20 x 11] intentionally omitted <==
Leverage
a[rac5ve
market
dynamics
– Select
is
well
posi1oned
as
the
only
listed
almond
company
globally.
The
increase
in mature
orchards
provides
year
1
exposure
to
increased
almond
prices
driven
by
global
demand
for
almond
products
and below
trend
supply
constraints
(quantum
and
quality)
as
a
result
of
Californian
dry
weather
==> picture [20 x 11] intentionally omitted <==
Improves
geographic
diversifica5on -‐
The
acquisi1ons
geographically
diversify
Select's
land
holdings,
further
dilu1ng
crop aggrega1on
risk
and
building
on
Select’s
new
South
Australian
hub
==> picture [20 x 11] intentionally omitted <==
Gearing
unchanged –
Gearing
aher
acquisi1ons
and
$47m
placement
remains
constant
at
52%.
Any
Share
Purchase
Plan proceeds
will
further
reduce
gearing.
Select
is
also
ac1vely
pursuing
a
variety
of
off
Balance
Sheet
funding
models
to
op1mise capital
structure.
Significant
increase
in
mature
orchards
is
complemented
by
balance
sheet
flexibility
to
enable
staged
greenfield orchard
development
of
the
acquired
land
bank
7
Agenda
- Introduc1on 2. Acquisi5ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
8
**Transac5ons
overview**
| Transac5on | § Acquisi1ons of Amaroo, Grewal and Mendook (Mendook complete) |
|---|---|
| Compelling Strategic Ra5onale | Increases control of cri5cal mass of almonds § Substan1al increase in produc1ve mature almond orchards § Fourfold increase in land bank for greenfeld almond orchard development to drive long-term produc1on growth § Mature orchards provide year 1 exposure to a`rac1ve current market dynamics § Further geographic diversifca1on building on South Australian hub |
| Considera5on | § Combined acquisi1ons considera1on of $63.0 million (excluding transac1on costs and before any adjustments) § Including 6,215ML high security water en1tlements ($11.2m) |
| Value Enhancing | § Mature orchards purchased below Select’s development cost § Signifcant increase in volume for processing facility, enhancing overhead recovery |
| Financing | § Funded using a combina1on of debt, $47m underwri en placement and non-<br>underwrien Share Purchase Plan |
| Closing | § Acquisi1ons expected to complete in September 2014 (Mendook already completed) |
Acquisi5ons
should
provide
significant
short
term,
medium
term
and
long
term
volume
growth
9
**– Orchard
acquisi5ons Increasing
Select’s
produc5ve
asset
base**
| Acquisi5ons | Current(a) | Amaroo(b) | Grewal | Mendook | Pro forma |
|---|---|---|---|---|---|
| Planted acres (of almonds) | |||||
| Mature | 8,547 | 1,288 | 175 | - | 10,010 |
| Immature | 2,283 | 758 | 260 | - | 3,301 |
| Total | 10,830 | 2,046 | 435 | - | 13,311 |
| Plantable acres | 1,000 | 1,500 | 1,365 | 1,600 | 5,465 |
| Indica5ve plan5ng program (acres)(c) | |||||
| 2015 | 1,000 | - | 465 | - | 1,465 |
| 2016 | 350 | 750 | - | 1,600 | 2,700 |
| 2017 | 350 | 750 | 900 | - | 2,000 |
| 2018 | 406 | - | - | - | 406 |
| Total | 2,106 | 1,500 | 1,365 | 1,600 | 6,571 |
| Citrus(acres) | - | 764 | - | - | 764 |
| Acquisi5on cost | n/a | $52.5m | $8.5m | $2.0m | $63.0m |
| Irriga1on source | n/a | Murray River | Lake Cullulleraine | Murray River | |
| Loca1on | n/a | Paringa, SA | Cullulleraine, VIC | Euston, NSW | |
| SHV management hub | n/a | Southern Region | Southern Region | Central Region | |
| Distance & drive 1me from Carina West processing |
n/a | 225 kms – 2.5 hrs | 140 kms – 1.8 hrs | 40 kms – 30 mins |
_Notes: (a)
Includes
Allinga
acquisi/on
(680
acres
planted
and
1,000
plantable),
completed
in
December
2013.
Source:
Company Data_
(b)
Amaroo
acquisi/on
includes
6,215ML
of
high
security
water
rights
($11.2m)
(c)
An/cipated
Plan/ng
Program
(subject
to
project
plans
and
funding)
-‐
includes
1,106
acres
of
replants.
10
**Amaroo
Orchards**
-
ü Agreement
to
purchase
one
of
Australia’s
last independent
orchards
of
significant
scale -
ü Mature
orchards
acquired
below
Select’s development
cost -
ü 1,288
acres
of
mature
orchards
providing
year
1 cash
flow
and
further
exposure
to
strong
market dynamics -
ü 758
acres
of
immature
orchards
providing medium-‐term
volume
growth
as
they
mature -
ü 1,500
acres
of
plantable
land
to
drive
long-‐term produc1on
growth -
ü Improved
asset
u1lisa1on
from
an
addi1onal 2,500
tonnes[(1)] available
for
processing
at
Select’s Carina
West
facility
at
full
maturity
of
current plan1ngs -
ü Further
geographical
diversifica1on
and expansion
of
South
Australian
hub -
ü Citrus
proposed
to
be
leased
to
a
3[rd] party
for 10
years
==> picture [197 x 131] intentionally omitted <==
==> picture [197 x 131] intentionally omitted <==
==> picture [197 x 131] intentionally omitted <==
==> picture [197 x 131] intentionally omitted <==
Images
-
Top:
Amaroo
aerial
view,
Amaroo
head
office. Bo[om:
Amaroo
bee
hives,
Amaroo
ground
view. -
ü Minimal
condi1ons
to
se`lement
(1)
Assuming
standard
industry
yields
11
**Acquisi5ons
–
orchard
loca5ons**
**Geographic
diversity limits
exposure
to:**
-
Weather
-
Disease
spread -
− Insect
infesta1on
Amaroo
to
Robinvale Distance:
225
km Drive
Time:
2.5
hours
Grewal
to
Robinvale Distance:
140
km Drive
Time:
1.8
hours
Mendook
to
Robinvale Distance:
40km Drive
Time:
0.5
hours
==> picture [502 x 304] intentionally omitted <==
----- Start of picture text -----
SOUTH
AUSTRALIA
MENDOOK NEW
SOUTH
WALES
AMAROO
GREWAL
ROBINVALE
VICTORIA
----- End of picture text -----
12
Agenda
- Introduc1on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
13
**Strategic
objec5ve
to
double
planted acreage
by
2018**
==> picture [720 x 356] intentionally omitted <==
----- Start of picture text -----
25,000
20,000
350
406
2,850
(1,072)
350
1,650
2,350
7,939
15,000
1,465
(42%)
1,018
1,463
21,659
10,000
2,282
(21%)
10,871
5,000
8,547
U1lising
current
and
(58%)
(79%)
acquisi1on
land
bank
-‐
Current
Acquisi1ons
FY15
FY16
FY17
FY18
Exis1ng
trees
Total
Addi1onal
acreage
FY18
Strategic
Plan1ng
Program
Plan1ng
Program
Plan1ng
Program
Plan1ng
Program
removed
for
required
to
achieve
Target
replan1ng
Strategic
Target
Mature
Almond
Orchards
(
8
years)
Greenfield
Almond
Orchard
Development
Removed
Almond
Orchards
Immature
Almond
Orchards
(0
-‐
8
years)
Replanted
Almond
Orchards
Strategic
Target
Source:
Company
Data
Acres
----- End of picture text -----
Doubling
planted
acreage
through
acquisi5ons,
greenfield
development
and
replan5ng
of
exis5ng
orchards
14
**Post
acquisi5ons
orchard
profile
– A
balanced
pormolio
to
support
growth**
==> picture [685 x 391] intentionally omitted <==
----- Start of picture text -----
Land
bank
Planted
acreage
age
profile
50.0%
(%
of
total
land
holding)
45.0%
40.0%
25%
67%
8%
35.0%
Planted
orchards
are
Planted
orchards
in
economic
sweet
spot
-‐
Planted
orchards
post
immature low
capex
&
high
cash
genera5on
economic
maturity
30.0%
25.0%
20.0%
Replants
New
Plants
15.0%
10.0%
5.0%
0.0%
Note:
*
An1cipated
Plan1ngs
Tree
Age
(Years)
Source:
Company
Data
----- End of picture text -----
Note: *
An1cipated
Plan1ngs Source:
Company
Data
15
Agenda 1. Introduc1on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
16
**Equity
raising
overview**
| Capital raising | § Fully underwrien placement of new shares to raise $47m (“Placement”); and<br>§ Non underwrien share purchase plan made available to the Company’s eligible investors in Australia and NewZealand (“SPP”) |
|---|---|
| Placement structure and pricing |
§ Placement to eligible ins1tu1onal, professional and sophis1cated investors § Fixed price of $5.35 per share § 10.4% discount to last closing price, 7.6% discount to 10 day VWAP and 2.0% discount to 30 day VWAP |
| SPP structure, size and pricing |
§ Non-underwri`en share purchase plan, up to a maximum of $15,000 per shareholder § SPP issue price will be the lower of $5.35 or a 3% discount to the 5 day VWAP up to and including the SPP closing date § Full details regarding the plan will be released to the market shortly |
| Ranking of new shares |
§ New shares will rank equally with exis1ng ordinary shares on issue § Shares issued pursuant to the Placement and SPP will not be en1tled to Select’s FY14 fnal dividend to be paid on 16 October 2014 |
| Use of funds | § Fund commi`ed acquisi1ons § Enhance Select’s capacity to fund growth through greenfeld development and further acquisi1ons § Post the Placement, Select expects to have cash and undrawn facili1es (including bridge facility) of around $90m |
| Ofer Jurisdic5ons | § Refer to Appendix |
| Lead manager and underwriter |
§ CIMB Corporate Finance, Wilson HTM Corporate Finance and PAC Partners are the joint lead managers and underwriters to the Placement |
17
**Acquisi5on
funding**
The
acquisi1ons
and
associated
transac1on
costs
are
to
be
funded
through
a
combina1on
of:
Equity
-
§ Ins1tu1onal
placement
to
raise
up
to
$47m -
─
- Fully
underwri`en
to
ins1tu1onal
and
professional
investors
only
- Fully
-
§ Share
purchase
plan -
─
-
Not
underwri`en
and
up
to
a
maximum
of
$15,000
per
shareholder
Debt
-
§ Fully
commi`ed
addi1onal
acquisi1on
bridge
facility
of
$50m
available
(if
required)
un1l
October
2016 -
§ Post
the
Placement,
Select
expects
to
have
cash
and
undrawn
facili1es
(including
bridge
facility)
of
around
$90m
| Sources | $m | Uses | $m | |
|---|---|---|---|---|
| Placement | $46.5 | Purchase price | 63.0 | |
| Debt | $22.8 | Transac1on costs - Acquisi1ons | 4.3 | |
| Total Sources | $69.3 | Transac1on costs - Equity raising | 2.0 | |
| SPP (addi1onal) | Maximum $15,000 per shareholder |
|||
| Total Uses | 69.3 |
- § Pro
forma
gearing
(Net
debt/Equity)
of
52%
unchanged
from
FY14
gearing
(52%),
incorpora1ng
placement
proceeds
only.
Any
SPP proceeds
received
will
reduce
gearing
further.
The
SPP
proceeds
(if
any),
coupled
with
strong
opera1onal
cash
flow
genera1on provides
Select
further
financial
flexibility
to
con1nue
to
grow
its
opera1ons.
18
**Placement
&
SPP
5metable**
| Key events | Date |
|---|---|
| Record date for Share Purchase Plan | Friday 22 August 2014 |
| ASX trading halt | Monday 25 August 2014 |
| Commencement of Placement book build | Monday 25 August 2014 |
| Closure of Placement book build | Tuesday 26 August 2014 |
| Recommencement of trading on the ASX (if not before) | Wednesday 27 August 2014 |
| DVP se`lement of Placement | Monday 1 September 2014 |
| Share Purchase Plan opens | Monday 1 September 2014 |
| Placement shares commence trading | Tuesday 2 September 2014 |
| FY14 fnal dividend record date | Wednesday 3 September 2014 |
| Share Purchase Plan closes | Monday 22 September 2014 |
| Share Purchase Plan shares commence trading | Tuesday 30 September 2014 |
19
Agenda
- Introduc1on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op5ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
20
**Future
funding
op5ons**
Objec5ve
to
thoroughly
evaluate
alterna5ve
funding
structures
to
leverage
strong
cash
flows
and
op5mise
Select’s capital
structure
-
§ Consistent
with
Select’s
strategy
to
achieve
cri1cal
mass
of
controlled
orchards,
the
company
is
currently
evalua1ng
a
variety
of funding
models
to
op1mise
its
capital
structure -
§ Over
the
next
6
months,
Select
will
pursue: -
─
-
Special
Purpose
Vehicles
e.g.
an
almond
orchard
investment
fund; -
─
-
Long-‐term
leasing
proposals;
and -
─
-
A
reassessment
of
core
debt
facili1es. -
§ Select
will
update
the
market
as
these
evalua1ons
progress.
21
Agenda
- Introduc1on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
22
**FY14
result
overview**
-
§ Significant
progress
on
implementa5on
of
company’s
strategy
(7
plamorms)
&
transi5on
into
a
fully
integrated
agribusiness -
─ Seasonal
condi1ons
aside,
strategically
Select
is
ahead
of
where
we
planned
to
be
at
this
point -
§ Almond
Division
–
strong
financial
result
despite
trying
harvest
condi5ons -
─ Tough
physical
condi1ons
(weather),
good
market
condi1ons
(price) -
─ Re-‐emphasises
need
to
con1nue
focus
on
risk
management
–
diversifica1on
and
addi1onal
harvest
equipment -
─
-
Strong
cash
flow
genera1on
–
although
s1ll
not
at
full
poten1al
§ **Food
Division
–
turnaround
underway**
-
─ Another
record
year
in
Industrial
–
24%
sales
increase -
─ Implemen1ng
outcomes
of
research.
Brands
undergoing
innova1on,
renova1on,
reformula1on,
repackaging,
relaunching -
─
-
Trading
condi1ons
with
major
retailers
remain
challenging
–
SHV
leading
the
way
with
price
increases
§ **Past
12
months
–
improving
performance**
-
─ Ac1on
-‐
Implemen1ng
outcomes
of
planning
reviews
and
strategy
goals.
Tracking
in
line -
─ OHS
-‐
Another
improved
safety
result
with
group
Lost
Time
Injuries
(LTI)
down
72.7%,
year
on
year -
─ Growth
–
puvng
in
the
founda1ons
for
growth
**Posi5oning
for
growth
and
performance
in
a
growing
industry**
23
**Income
Statement**
| Income Statement |
|
|---|---|
| Financial Result FY13 ($m) FY14 ($m) |
§ FY14 EBIT $41.8m (FY13 $37.7m) § Almond Division EBIT $40.8m (FY • Strong performance ─ 2014 crop (key drivers - 10,500 tonn Despite crop yield below ─ Higher than an1cipated y ─ Beneft of tree valua1on • 2014 costs up due to wet ha § Food Division EBIT $5.6m (FY13 $ • Industrial sales up 24% • Improved sales mix towards • Improved price managemen § Corporate costs $4.6m (FY13 $4.1 § Tax expense includes R&D tax cre |
| Reported Result EBIT - Reported 5.2 41.8 Interest (5.0) (4.5) NPBT 0.2 37.4 Tax (Expense)/Beneft 2.7 (8.3) NPAT - Reported 2.9 29.0 |
|
| Pre-Tax Adjustments 32.5 - Underlying Result EBIT - Underlying 37.7 41.8 Interest (5.0) (4.5) NPBT 32.7 37.4 (Tax Expense) (9.8) (8.3) NPAT – Underlying 22.9 29.0* |
-
§ Almond
Division
EBIT
$40.8m
(FY13
$36.4m) -
Strong
performance ─ 2014
crop (key
drivers
-‐
10,500
tonnes
&
A$8.50/kg) Despite
crop
yield
below
expecta1ons -
─ Higher
than
an1cipated
yields
and
prices
for
2013
crop -
─ Benefit
of
tree
valua1on
of
$6m -
• 2014
costs
up
due
to
wet
harvest
season -
§ Food
Division
EBIT
$5.6m
(FY13
$5.5m) -
Improved
sales
mix
towards
branded
products -
Improved
price
management
and
cost
control -
§ Corporate
costs
$4.6m
(FY13
$4.1m) § Tax
expense
includes
R&D
tax
credit
$1.8m -
§ NPAT
up
27%
to
$29m -
WA
impairment
and
discount
on
acquisi1on
**Strong
Result
–
opportunity
for
growth
from
increased
yield
poten5al
and
food
turnaround**
24
**Balance
Sheet**
| Balance Sheet | |||||
|---|---|---|---|---|---|
Year Ending Balance Sheet |
Jun-13 ($m) |
Jun-14 ($m) |
§ Banking refnance, increase & extension complete • NAB & Rabobank - $135m |
||
| Current Assets excl. Cash | 114.4 | 130.3 | • $50m term expiring 2018 |
||
| Cash Non Current Assets Total Assets |
8.9 180.5 303.8 |
6.3 204.6 341.2 |
• $60m line - working capital & business projects • $25m acquisi1on line • Addi1onal $50m acquisi1on bridge facility approved on 22 August 2014 |
||
| Current Liabili1es (excl. Borrowings) | 35.9 | 25.7 | § Timing of new crop sales & receipts | ||
| Borrowings | 88.1 | 101.1 | • Straddles 30 June balance date |
||
| Non Current Liabili1es (excl. Borrowings) | 20.3 | 31.7 | • Signifcant receipts since then |
||
| Total Liabili5es | 144.3 | 158.5 | § Net Debt $94.8m (includes funding of $16.3m Allinga | ||
| Total Equity | 159.5 | 182.8 | acquisi5on in FY14) | ||
| Net Debt | 79.2 | 94.8 | § Gearing 51.9% (debt/equity) | ||
| Net Debt /Equity | 49.7% | 51.9% | • Long term target to be below 40% |
||
| • September 2014 equity raising to maintain |
|||||
| current gearing |
Achieve
&
maintain
a
prudent
and
flexible
balance
sheet
to
support
growth
strategy
25
**Cash
Flow**
| Cash Flow | |
|---|---|
| Cash Flow FY13 ($m) FY14 ($m) |
§ The majority of the 2014 crop held at 30 June expected to convert to cash in 1HFY15 § Inves5ng cash fows driven by: • Orchard acquisi1ons $16.3m • PPE $8.6m • Water $3.5m • Trees $1.5m § Capex - FY15 • Trees – commence investment in plan1ng out greenfeld land bank • Increased harvest matrix and mechanical drying |
| EBITDA – (FY13 Underlying) 42.5 45.6 Change in Working Capital (34.2) (17.8) Taxes Received 0.9 - Net Interest (5.1) (4.7) |
|
| Cash fow from opera5ng ac5vi5es 4.1 23.1 Inves1ng cash fows (13.9) (29.9) Increase in Debt 19.3 12.5 Dividends Paid (2.4) (8.8) |
|
| Net Increase/(Decrease) in Cash/Cash Equivalents 7.0 (3.1) |
Strong
opera5ng
cash
flow
conversion
from
exis5ng
assets
26
**Almas
dispute
update**
-
§ Almas
Pty
Ltd
(“Almas”)
is
owned
by
former
directors
of
Select
who
were
directors
during
the
period
of
1me
to
which
the
claim
relates -
§ Almas
have
commenced
legal
proceedings
against
Select
in
the
Supreme
Court
of
Victoria -
§ Select
denies
any
liability
&
intends
to
vigorously
defend
the
claim -
§ No
provision
is
currently
recognised
for
the
claim
of
$9m
($8m
of
which
relates
to
a
future
loss
of
profit
claim).
27
**Almond
Division
-‐
performance**
| Almond Division($m) | FY13 | FY14 | ||
|---|---|---|---|---|
| Reported EBIT | 3.9 | 40.8 | ||
| UnderlyingEBIT | 36.4 | 40.8 |
Performance
-
§ FY14
crop
volume
est.
10,500
tonnes
including
Allinga
(acquired
December
2013)
compared
to
FY13
of
12,669
tonnes
-‐ down
17%
-‐
in
line
with
guidance -
§ FY14
price
est.
$8.50/kg
(FY13
A$6.38/kg)
-‐
up
33% -
─
- Avge.
FY14
AUD/USD
Rate
=
0.92
- Avge.
-
§ FY14
crop: -
─
-
─
-
─
-
Yield
&
Quality
-‐
Wet
harvest
season
condi1ons
hampered
opera1ons.
Diminished
yield
&
quality -
Price
-‐
strong
market
price
increases
across
the
year
compensated
for
reduced
volume -
Costs
-‐
increased
due
to
impact
of
wet
harvest
season
-
-
─ Volume
-‐
total
volume
processed
of
15,000
tonnes,
including
third
par1es -
§ December
2013
-‐
Acquisi1on
of
675
acres
of
mature
almond
orchards
and
1,000
acres
suitable
for
plan1ng -
§ Lost
Time
Injuries
down
73.3%
**Almond
Division
is
delivering
for
shareholders
despite
wet
&
trying
harvest
season
condi5ons**
28
**Food
Division
-‐
performance**
| Food Division($m) | FY13 | FY14 | ||
|---|---|---|---|---|
| Reported EBIT | 5.5 | 5.6 | ||
| UnderlyingEBIT | 5.5 | 5.6 |
Performance
-
§ Industrial
delivers
another
record
result
-‐
24%
up
on
FY13 -
§ Revenue
reduc1on
driven
by
loss
of
major
retailer
private
label
almond
contracts -
§ Branded
business
remains
strong -
§ Improved
sales
mix
driven
margin
improvement -
§ Produc1on
cost
per
kg
remained
flat
year-‐on-‐year
in
spite
of
private
label
volume
loss -
§ Turnaround
has
commenced -
─
-
Investment
in
research,
product
development,
brand
image/awareness
is
becoming
evident -
─
-
─
-
New
product
launches
(reformulate,
relaunch)
–
Sunsol
Mueslis,
Lucky
Smart
Snax -
Absolute
focus
on
margin
management
and
return
on
investment -
§ Lost
Time
Injuries
down
72.2%
**Food
Division
turnaround
has
commenced
–
building
blocks
are
now
in
place**
29
Agenda
- Introduc1on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strategy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
30
**Strategic
ra5onale
–
Strategy
map
towards
2018**
1. CONTROL
CRITICAL
MASS
OF ALMONDS
2. IMPROVE
YIELD
&
CROP
VALUE
3. BE
BEST
IN
CLASS
SUPPLY
CHAIN
4. INVEST
IN
INDUSTRIAL
&
TRADING DIVISION
5. TURN
AROUND
PACKAGED
FOOD BUSINESS
6. FIX
OUR
SYSTEMS
&
PROCESSES
- ENGAGE
WITH
OUR
PEOPLE
&
OUR STAKEHOLDERS
Secure
the
cri5cal
mass
of
nuts
needed
to maximize
profitability
and
leverage
the
global almond
opportunity.
Improve
yield
and
overall
crop
value
by perfec5ng
on-‐farm
and
farm
to
factory prac5ces .
Con5nuously
improve
our
supply
chain, achieving
high
quality,
low
cost
and op5mum
capital
u5lisa5on.
Allocate
resources
to
leverage
our
trading skills
and
grow
sales
in
the
industrial
channel .
Develop
a
new
model
for
the
packaged
food category
that
will
deliver
sustainable
returns above
the
cost
of
capital .
Develop
the
business
systems
and processes
required
to
be
a
global
industry leader .
Engage
with
investors
and
our
industry
while developing
the
team
required
to
be
a
global industry
leader.
2018
Targets:
==> picture [113 x 88] intentionally omitted <==
----- Start of picture text -----
15%
ROCE
----- End of picture text -----
==> picture [113 x 88] intentionally omitted <==
----- Start of picture text -----
EPS
7-‐10%
pa
----- End of picture text -----
==> picture [112 x 88] intentionally omitted <==
----- Start of picture text -----
10%
EBIT
pa
----- End of picture text -----
Mission:
To
deliver
sustainable
shareholder value
by
being
a
global
leader
in integrated
growing,
processing
& marke1ng
of
almonds.
==> picture [69 x 14] intentionally omitted <==
----- Start of picture text -----
Cri5cal
enabler:
----- End of picture text -----
An
appropriate
capital
structure to
deliver
these
strategies.
31
Agenda
- Introduc1on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
32
**Outlook
-‐
Select
Harvests’
crop
update**
-
§ Heavy
early
season
frost,
but
no
damage
detected -
§ All
bees
are
in
place
at
all
orchards,
with
an
increased
hive
density -
§ Pollina1on
is
later
than
2013,
between
5-‐20%
of
trees
are
in
bloom -
§ Pollinator
and
Non
Pareil
crop
appear
to
have
good
synchronisa1on -
§ Weather
outlook
favourable
for
the
next
2
weeks -
§ Select
has
secured
most
2014/15
season
water
**Updates
to
be
provided
as
the
crop
develops**
33
**Outlook
-‐
Global
crop
update**
US
-
§ 30
June
2014
USDA
NASS
Objec1ve
Forecast -
─ 2014
US
Crop
now
2.10
billion
lbs -
─ Significant
hor1cultural
challenge
which
may
affect
yields,
economics
&
future
investment:
water
&
bees -
§ Current
crop -
─ Significant
hor1cultural
challenges -
─ Early
harvest
reports
indicate
both
yield
and
quality
affected -
─ Pricing
similar
to
2013
Spain
- § 76%
increase
in
produc1on
volumes
compared
to
last
season,
which
was
abnormally
severe
and
16%
larger
than
the
average
of the
past
five
years.
Source:
EFE
(Spain),
Blue
Diamond
Growers
Reports
**Global
supply
and
demand
dynamics
support
the
con5nua5on
of
firm
almond
pricing**
34
**US
drought
situa5on**
==> picture [671 x 328] intentionally omitted <==
Source:
Climate
Central
&
US
Drought
Monitor
The
Californian
Drought
has
been
steadily
intensifying
over
the
year
35
**Outlook
–
business
focus**
**Almond
Division**
-
§ Integrate
acquisi1ons -
§ Secure
addi1onal
harvest
equipment
including
catch
&
shake
trial -
§ Prepare
for
2015
&
2016
greenfield
plan1ngs -
§ Further
development
of
orchard
benchmarking -
§ Installing
dryer
capacity
at
Carina
West
for
50%
of
the
crop -
§ Reviewing
biomass
plant
investment
**Food
Division**
-
§ Con1nue
innova1on
stream
in
industrial/packaged
goods
segments -
§ Increase
focus
on
SE
Asia
customer
base -
§ Raise
the
bar
on
quality
and
increase
velocity
of
new
product development
Corporate
**Smart
Snax
Innova5on**
==> picture [150 x 132] intentionally omitted <==
==> picture [99 x 133] intentionally omitted <==
==> picture [26 x 16] intentionally omitted <==
----- Start of picture text -----
New
----- End of picture text -----
Current
Sunsol
Innova5on
==> picture [108 x 145] intentionally omitted <==
----- Start of picture text -----
New
----- End of picture text -----
==> picture [83 x 126] intentionally omitted <==
==> picture [77 x 124] intentionally omitted <==
Pre
2014
Current
- § Invest
in
business
systems
and
IT
pla{orm
**Significant
opportunity
to
improve
the
base
business**
36
Agenda
- Introduc1on 2. Acquisi1ons 3. Greenfields
Development 4. Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis 7. Strate gy 8. Outlook 9. Risks 10. Summar y 11. A endices pp
37
**Specific
risks**
**Sales
margins,
almond
price
and
costs**
-
§ Sales
are
impacted
by
the
market
price
of
products
sold
which
are
subject
to
market
forces
of
supply
and
demand.
Specifically,
the
sales
of almonds
owned
by
Select
Harvests
are
subject
to
global
pricing
pa`erns. -
§ Margins
are
also
impacted
by
the
cost
of
inputs
such
as
growing
costs
including
fer1lizers
and
water,
and
costs
of
raw
material
nut commodi1es
used
within
the
Food
Products
Division.
Management
Services
fee
income
is
based
on
a
combina1on
of
fixed
fee
based contracts,
and
variable
incen1ve
fee
based
contracts
linked
to
almond
price
realisa1on
and
produc1on
cost
efficiencies. -
§ Changes
to
the
tenure
and
terms
of
material
management
contracts,
and
realisa1on
of
incen1ves
will
impact
sales
margins
in
the
business.
**Weather
pa[erns
and
clima5c
condi5ons**
-
§ Select
Harvests
is
exposed
to
both
Australian
weather
pa`erns,
disease
and
insect
infesta1ons
and
natural
disasters,
for
example
drought, extreme
heat,
floods,
hail,
frost,
insufficient
chill
hours
and
associated
changes
in
agricultural
ac1vity. -
§ Variability
in
weather
condi1ons
and
natural
disasters
may
impact
key
drivers
of
Select
Harvests’
earnings
including:
crop
size
and
quality, supply
and
demand
characteris1cs
in
agricultural
markets,
market
prices
for
almonds
and
economic
ac1vity.
**Water
rights/growing
condi5ons**
-
§ The
main
cost
inputs
to
growing
almonds
are
water,
fer1ga1on,
equipment
and
direct
labour.
Select
Harvests
has
ownership
and
access
to permanent
water
rights
which
on
a
90%
alloca1on
are
sufficient
to
support
the
growing
of
exis1ng
almond
crops
it
owns
under
best hor1cultural
prac1ce.
Should
water
alloca1ons
not
be
at
100%,
which
due
to
impact
of
droughts
has
been
the
experience
historically,
a propor1onate
investment
in
temporary
water
will
be
required,
which
increases
the
cost
of
produc1on. -
§ Fer1ga1on
costs
are
subject
to
market
condi1ons
which
may
result
in
vola1lity
in
input
costs.
There
is
a
rela1onship
between
the propor1onate
investment
in
growing
costs
and
resultant
crop
yield.
**Greenfield
developments**
- § Successful
implementa1on
of
future
greenfield
developments
may
be
nega1vely
impacted
by
a
range
of
factors
including
weather
and clima1c
condi1ons,
unsuitable
land
and
soil
characteris1cs,
available
water
and
rootstock,
planning
and
other
regulatory
approvals
and available
financing.
38
**Specific
risks
(con5nued)**
**Key
suppliers**
- § In
addi1on
to
water,
crop
size
and
quality
is
heavily
reliant
on
a
number
of
key
suppliers
including
access
to
a
sustainable
annual
supply
of bees
for
tree
pollina1on.
**Impact
of
foreign
exchange
movements**
- § Export
sales
are
realised
in
US
dollars
and
translated
to
Australian
dollars.
Through
this
Select
Harvests
is
exposed
to
movements
in
the
value of
the
US
dollar.
The
impact
of
exchange
rate
movements
will
vary
from
1me
to
1me
and
is
dependent
on
any
hedging
entered
into,
the
levels at
which
hedging
contracts
are
arranged
and
the
dura1on
of
hedging
contracts.
The
impact
of
movements
in
exchange
rates
may
be
nega1ve depending
on
their
direc1on,
1ming
and
magnitude.
**Material
contracts**
-
§ A
significant
propor1on
of
Select
Harvests'
planted
acreage
is
the
subject
of
long
term
leases
with
third
par1es.
The
rentals
under
these leases
are
the
subject
of
market
based
rent
reviews.
There
is
a
risk
that
Select
Harvests'
leasing
costs
will
increase
in
the
future. -
§ Select
Harvests
is
subject
to
periodic
review
of
its
product
range
with
Woolworths
and
Coles.
**Counterparty
risks**
- § As
part
of
its
ongoing
commercial
ac1vi1es,
Select
Harvests
enters
into
contracts
with
various
third
par1es.
The
ability
of
third
par1es
to
meet their
commitments
under
such
arrangements
may
impact
on
Select
Harvests’
business
and
financial
posi1on.
**Product
liability**
- § The
nature
of
products
supplied
by
Select
Harvests
is
that
of
a
consumable
food
product.
Such
products
may
be
liable
to
infesta1on,
mould and
other
biological
impacts
which
occur
in
natural
products.
Such
products
may
also
be
subject
to
processing
and
produc1on
defaults
against specifica1on.
Compe55on
-
§ Select
Harvests'
financial
performance
or
opera1ng
margins
and
the
value
of
Select
Harvests
could
be
materially
adversely
affected
if
exis1ng compe1tors
increase
market
share
or
new
compe1tors
enter
the
market. -
§ Such
compe11on
may
have
the
effect
of
decreasing
Select
Harvests'
sales,
pricing
and
profit
margins.
39
**Specific
risks
(con5nued)**
**Reliance
on
key
personnel**
- § Select
Harvests
is
commied to providing an arac1ve
employment
environment,
condi1ons
and
prospects
to
assist
in
retaining
its key
senior
management
personnel.
However,
there
can
be
no
assurance
that
Select
Harvests
will
be
able
to
retain
these
key personnel.
The
loss
of
key
personnel
or
the
inability
to
recruit
and
retain
high
calibre
staff
could
have
a
material
adverse
effect
on Select
Harvests.
The
addi1ons
of
new
employees
and
the
departures
of
exis1ng
employees,
par1cularly
in
key
posi1ons,
can
be disrup1ve
and
could
also
have
a
material
adverse
affect
on
Select
Harvests.
**Li5ga5on
risk**
-
§ Li1ga1on
risks
to
Select
Harvests
include,
but
are
not
limited
to,
product
liability,
intellectual
property
disputes,
customer
claims, personal
injury
claims
and
employee
claims.
If
any
claim
were
to
be
pursued
and
be
successful
it
may
adversely
impact
the
sales, profits
or
financial
posi1on
of
Select
Harvests. -
§ As
previously
announced
on
28
February
2014
and
17
April
2014,
Select
Harvests
is
in
dispute
with
Almas
Almonds.
The
dispute relates
to
the
provision
by
Select
Harvests
to
Almas
Almonds
of
orchard
management
services
commencing
in - As
previously announced,
Almas
Almonds
has
now
commenced
legal
proceedings
against
Select
Harvests
in
the
Supreme
Court
of
Victoria
in rela1on
to
the
dispute.
Almas
Almonds
is
claiming
damages
totalling
$9,010,879
plus
interest
and
costs.
Select
Harvests
denies
any liability
in
rela1on
to
the
claim
and
intends
to
vigorously
defend
the
claim.
**Occupa5onal
health
and
safety**
- § If
Select
Harvests
fails
to
comply
with
necessary
OH&S
legisla1ve
requirements,
it
could
result
in
fines,
penal1es
and
compensa1on for
damages
as
well
as
reputa1onal
damage
to
Select
Harvests.
**Environmental
regula5ons**
- § Select
Harvests
is
required
to
comply
with
environmental
regula1ons.
If
any
breach
of
these
regula1ons
occurs,
Select
Harvests
may be
subject
to
remedia1on
costs
and
other
liabili1es.
40
**Acquisi5on
risks**
**Comple5on
Risk**
- § Comple1on
of
the
Amaroo
and
Grewal
acquisi1ons
are
subject
to
a
number
of
condi1ons
precedent.
It
is
possible
that
these condi1ons
may
be
substan1ally
delayed
or
may
not
be
forthcoming.
The
Placement
and
SPP
will
occur
prior
to,
and
are
not subject
to,
comple1on
of
the
Amaroo
and
Grewal
acquisi1ons.
If,
for
whatever
reason,
the
acquisi1ons
do
not
proceed,
Select Harvests
may
use
the
funds
raised
under
the
Placement
and
SPP
to
re1re
debt
or
seek
alterna1ve
acquisi1ons.
In
the
event
that comple1on
of
the
Amaroo
acquisi1on
does
not
proceed,
Select
Harvests
may
be
liable
to
forfeit
a
deposit.
**Funding
Risk**
- § The
placement
agreement
includes
certain
rights
of
the
joint
lead
managers
to
terminate
those
arrangements.
The
availability
of the
acquisi1on
debt
facility
is
subject
to
various
condi1ons
precedent
such
that
funds
may
not
be
available
under
the
acquisi1on debt
facility
(or
as
a
consequence
of
comple1on
of
the
Placement
and
SPP),
in
circumstances
where
Select
is
not
en1tled
to terminate
either
or
both
of
the
acquisi1on
agreements.
While
the
termina1on
rights
of
the
joint
lead
managers
under
the placement
agreement
and
the
condi1ons
precedent
to
the
acquisi1on
debt
facility
are
considered
to
be
consistent
with
market prac1ce,
a
termina1on
right
(under
the
placement
agreement)
may
arise,
and
non-‐fulfilment
of
a
condi1on
precedent
to
the acquisi1on
debt
facility
may
occur,
as
a
consequence
of
circumstances
outside
Select
Harvests’
control.
As
such,
there
is
a
risk that
Select
Harvests
has
an
obliga1on
to
pay
the
purchase
price
but,
due
to
the
termina1on
of
the
placement
agreement
or
the unavailability
of
the
acquisi1on
debt
facility,
does
not
have
the
necessary
amount
of
funding
available.
In
this
instance
Select Harvests
would
need
to
seek
to
put
in
place
new
financing
arrangements,
the
terms
of
which
may
be
less
a`rac1ve
than
the proposed
acquisi1on
funding
mix.
**Historical
Liability**
- § If
the
acquisi1ons
complete,
Select
Harvests
may
become
directly
or
indirectly
liable
for
any
liabili1es
previously
incurred
by
the vendors,
which
may
not
have
been
iden1fied
during
due
diligence,
or
which
were
of
a
greater
magnitude
than
expected. Representa1ons
and
warran1es
nego1ated
by
Select
Harvests
may
not
be
adequate
in
these
circumstances.
Such
liability
may therefore
adversely
affect
the
financial
performance
or
posi1on
of
Select
Harvests
post-‐acquisi1on.
41
**Acquisi5on
risks
(con5nued)**
**Synergies
and
integra5on
risk**
- § Proposed
acquisi1ons
may
or
may
not
realise
expected
opera1onal
outcomes
and
benefits,
and
may
be
subject
to
acquisi1on, counterparty
and
integra1on
risks.
In
addi1onal,
new
acquisi1ons
or
growth
ini1a1ves
may
require
further
capital
expenditure and
investment
over
1me.
**Acquisi5on
Accoun5ng**
- § In
accoun1ng
for
the
acquisi1on,
Select
Harvests
will
need
to
perform
a
fair
value
assessment
of
all
of
the
assets
and
liabili1es, which
will
include
the
iden1fica1on
and
valua1on
of
iden1fiable
intangible
assets.
The
es1mates
contained
in
this
presenta1on are
management’s
preliminary
best
es1mates
and
are
subject
to
change
when
the
detailed
fair
value
assessment
is
performed.
**Loss
of
key
customers**
- § There
is
a
risk
of
disrup1ons
in
the
supply
of
products
or
in
customer
service
levels
during
integra1on
between
the
Select Harvests’
exis1ng
business
and
the
acquisi1ons,
which
could
result
in
the
loss
of
key
customers.
**Rela5onships
with
suppliers**
- § There
is
a
risk
that
suppliers
cease
supply
following
the
acquisi1ons.
Any
loss
of
key
suppliers
may
have
an
adverse
affect
on sales
and/or
terms
of
trade.
In
addi1on,
any
change
in
rela1onship
with
suppliers,
or
in
terms
of
trade,
could
have
an
adverse impact
on
Select
Harvest’
prospects.
42
**Acquisi5on
risks
(con5nued)**
**Reliance
on
informa5on
provided**
-
§ Select
Harvests
undertook
due
diligence
in
respect
of
the
acquisi1ons,
which
relied
in
part
on
the
review
of
financial
and
other informa1on
provided
by
the
vendors.
Despite
taking
reasonable
efforts,
Select
Harvests
has
not
been
able
to
verify
the accuracy,
reliability
or
completeness
of
all
the
informa1on
which
was
provided
against
independent
data.
Similarly,
Select Harvests
has
prepared
(and
made
assump1ons
in
the
prepara1on
of)
the
financial
informa1on
rela1ng
to
Amaroo,
Grewal
and Mendook
on
a
stand-‐alone
basis
and
also
to
Select
Harvests
post-‐acquisi1on
included
in
this
presenta1on
in
reliance
on
limited financial
informa1on
and
other
informa1on
provided
by
the
vendors.
Select
Harvests
is
unable
to
verify
the
accuracy
or completeness
of
all
of
that
informa1on. -
§ If
any
of
the
data
or
informa1on
provided
to
and
relied
upon
by
Select
Harvests
in
its
due
diligence
process
and
its
prepara1on of
this
presenta1on
proves
to
be
incomplete,
incorrect,
inaccurate
or
misleading,
there
is
a
risk
that
the
actual
financial
posi1on and
performance
of
Amaroo,
Grewal
and
Mendook
and
the
combined
group
may
be
materially
different
to
the
financial posi1on
and
performance
expected
by
Select
Harvests
and
reflected
in
this
presenta1on.
Investors
should
also
note
that
there is
no
assurance
that
due
diligence
conducted
was
conclusive
and
that
all
material
issues
and
risks
in
respect
of
the
acquisi1ons have
been
iden1fied.
Therefore,
there
is
a
risk
that
unforseen
issues
and
risks
may
arise,
which
may
also
have
a
material
impact on
Select
Harvests.
43
**General
risks**
**Share
price
and
volume
fluctua5ons**
-
§ Securi1es
may
experience
extreme
price
and
trading
volume
fluctua1ons.
Following
the
Capital
Raising,
there
may
not
be
an
ac1ve trading
market
in
Select
Harvests’
shares.
If
a
market
is
not
sustained,
it
may
be
difficult
for
investors
to
sell
their
shares
at
a
price that
is
a`rac1ve
to
them
or
at
all.
The
price
of
the
New
Shares
may
not
be
representa1ve
of
the
price
that
will
prevail
aher
the Capital
Raising. -
§ The
equity
market
has
experienced
price
and
volume
vola1lity
that
has
affected
the
share
price
of
many
companies.
Security
prices for
many
companies
have
experienced
wide
fluctua1ons
that
have
ohen
been
unrelated
to
the
opera1ng
performance
of
those companies.
Fluctua1ons
such
as
these
may
adversely
affect
the
market
price
of
Select
Harvests’
shares.
**Economic
risks**
-
§ Select
Harvests
is
exposed
to
economic
factors
in
the
ordinary
course
of
business.
Factors
such
as
changes
in
fiscal,
monetary
and regulatory
policies
can
adversely
impact
Select
Harvests'
earnings.
Given
that
interest
rates
in
Australia
are
at
historically
low
levels, there
is
a
likelihood
of
some
increase
in
the
medium
to
longer
term.
A
high
propor1on
of
Select
Harvests
sales
are
based
on exports
in
US
Dollars,
and
Select
Harvests
also
imports
raw
materials
which
are
paid
in
US
Dollars.
The
company’s
earnings
are exposed
to
fluctua1ons
in
exchange
rates. -
§ Select
Harvests
has
a
hedging
policy
whereby
a
propor1on
of
foreign
currency
risks
are
covered
through
the
use
of
deriva1ves. Where
a
liability
or
asset
arises
in
a
currency
other
than
Australian
dollars,
the
exposure
is
covered
by
the
propor1onate
forward sale
or
purchase
of
the
currency.
A
por1on
of
all
variable
interest
rates
commitments
are
hedged
by
the
use
of
fixed-‐for-‐floa1ng interest
rate
swaps,
and/or
interest
rate
caps.
The
principal
amount
and
the
dura1on
of
these
swaps/caps
is
determined
by
the total
level
of
Select
Harvests'
borrowings
and
the
interest
rate
outlook
prevailing
in
the
financial
markets.
**Government
policies
and
legisla5on**
- § Select
Harvests
may
be
affected
by
changes
to
government
policies
and
legisla1on,
including
those
rela1ng
to
the
agricultural industry,
property,
the
environment,
taxa1on,
the
regula1on
of
trade
prac1ces
and
compe11on.
44
**General
risks
(con5nued)**
**Taxa5on
implica5ons**
- § Future
changes
in
Australian
taxa1on
law,
including
changes
in
interpreta1on
or
applica1on
of
the
law
by
the
courts
or taxa1on
authori1es
in
Australia,
may
affect
taxa1on
treatment
of
an
investment
in
Select
Harvests
shares,
or
the
holding
and disposal
of
those
shares.
Further,
changes
in
tax
law,
or
changes
in
the
way
tax
law
is
expected
to
be
interpreted,
in
the
various jurisdic1ons
in
which
Select
Harvests
operates,
may
impact
the
future
tax
liabili1es
of
Select
Harvest.
**Changes
in
accoun5ng
policy**
- § Select
Harvests
is
subject
to
the
usual
business
risk
that
there
may
be
changes
in
accoun1ng
policies
which
impact
on
Select Harvests.
**Asset
impairment**
- § The
Select
Harvests’
Board
regularly
monitors
impairment
risk.
Consistent
with
accoun1ng
standards,
Select
Harvests
is periodically
required
to
assess
the
carrying
value
of
its
assets,
including
its
brands.
Where
the
value
of
an
asset
is
assessed
to be
less
than
its
carrying
value,
Select
Harvests
is
obliged
to
recognise
an
impairment
charge
in
its
profit
and
loss
account. Impairment
charges
can
be
significant
and
operate
to
reduce
the
level
of
a
company's
profits
and,
poten1ally,
its
capacity
to pay
dividends.
Impairment
charges
are
a
non-‐cash
item.
45
Agenda
-
Introduc1on 2. Acquisi1ons 3. Greenfields
Development -
Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis -
Strate gy
-
Outlook 9. Risks
10. Summary 11. A endices pp
46
**What
we
are
building?**
-
§ A
strong
and
trustworthy
company
that
looks
aher
stakeholder
interests -
§ A
company
of
passionate
people -
§ A
well
run
integrated
company
that
is
well
posi1oned
to
benefit
from
the
indisputable
global
almond
industry
fundamentals -
§ A
cash
genera1ng
company
that
will
be
posi1oned
to
invest
in
growth
in
a
growth
industry -
§ A
business
that
can
manage
the
dynamic
agricultural
cycle
and
can
mi1gate
the
inherent
risks -
§ A
company
that
responds
to
the
challenges
and
learns
from
the
experience
An
integrated
agribusiness
transforming
itself
47
**Why
Select
Harvests?**
**1. Excellent
Industry
Fundamentals**
4. Compe55ve
Advantage:
Quality
Assets
§ Supply
/
demand
- § Counter-‐cyclical
to
USA
§ Balanced
por{olio
of
mature
orchards
and land
bank
for
future
produc1on
growth
§ Carina
West
processing
facility
2. Integrated
Business
Model
- § Market
leading
brands
§ Orchards
§ Processing
&
packaged
goods
- § Large
nut,
seed
and
dry
fruit
trader
5. Current
Market
Environment
§ Price
and
currency
favourable
§ US
drought
3. Culture
for
Improvement
§ Strong
leadership
- § One
Select
6. Growth
§ Business
posi1oning
itself
to
grow
**Solid
core
business
with
further
growth
from
maturing
orchard
profile**
48
**Thank
you**
Please direct any queries to: Paul
Thompson Managing
Director +61
3
9474
3544
Paul
Chambers Chief
Financial
Officer +61
3
9474
3544
Andrew
Angus Investor
Rela1ons +61
402
823
757
==> picture [248 x 152] intentionally omitted <==
==> picture [243 x 152] intentionally omitted <==
==> picture [231 x 152] intentionally omitted <==
49
Agenda
-
Introduc1on 2. Acquisi1ons 3. Greenfields
Development -
Capital
Raising 5. Future
Funding
Op1ons 6. FY14
Results
Discussion
&
Analysis -
Strate gy
-
Outlook 9. Risks
-
Summar y
11. Appendices
50
**Greenfield
&
Replant
Program
(indica5ve)**
| 2015 |
2015 |
2016 |
2016 |
2017 |
2017 |
2018 |
2018 |
Total |
Total |
|
|---|---|---|---|---|---|---|---|---|---|---|
| (acres) | (ha) |
(acres) |
(ha) |
(acres) |
(ha) |
(acres) |
(ha) |
(acres) |
(ha) |
|
| Greenfeld Allinga Amaroo Grewal Mendook |
1,000 405 - - 465 188 - - |
- - 750 303 - - 1,600 647 |
- - 750 303 900 364 - - |
- - - - - - - - |
||||||
1,000 405 |
||||||||||
1,500 606 |
||||||||||
1,365 553 |
||||||||||
1,600 647 |
||||||||||
| Total Greenfeld | 1,465 593 |
2,350 951 |
1,650 668 |
- - |
5,465 2,213 |
|||||
| Replants | ||||||||||
| Kyndalyn Park | - - |
350 142 |
350 142 |
- - |
700 283 |
|||||
| Wemen | - - |
- - |
- - |
406 164 |
406 164 |
|||||
| Total Replants | - - |
350 142 |
350 142 |
406 164 |
1,106 448 |
|||||
| Total Greenfeld & Replants | 1,465 593 |
2,700 1,093 |
2,000 810 |
406 164 |
6,571 2,660 |
Source:
Company
Data
51
**SHV
2015
orchard
profile
(including
acquisi5ons)**
| Almond orchard pormolio |
Planted Orchard Area(acres) |
Planted Orchard Area(acres) |
Planted Orchard Area(hectares) |
Planted Orchard Area(hectares) |
Bearing Orchard Area(acres) |
Bearing Orchards Area(hectares) |
|---|---|---|---|---|---|---|
| Northern Region Owned Leased Total |
1,491 3,017 4,508 |
604 1,221 1,825 |
1,423 3,017 4,440 |
576 1,221 1,798 |
||
| Central Region Owned Leased Total |
4,165 1,481 5,646 |
1,686 600 2,286 |
3,554 1,481 5,035 |
1,439 600 2,039 |
||
| Southern Region Owned Leased Total |
3,156 - 3,156 |
1,278 - 1,278 |
2,467 - 2,467 |
999 - 999 |
||
| Total All Regions Owned Leased |
8,812 4,498 |
3,568 1,821 |
7,444 4,498 |
3,014 1,821 |
||
| Total | 13,311 |
5,389 |
11,943 |
4,835 |
||
| Landbank(unplanted) Acres Hectares Northern Region - - Central Region 1,600 648 Southern Region 3,865 1,565 TotalallRegions 5,465 2,213 |
||||||
| Landbank(unplanted) | Acres | Hectares | ||||
Northern Region Central Region Southern Region |
- 1,600 3,865 |
- 648 1,565 |
||||
TotalallRegions |
5,465 |
2,213 |
Source:
Company
Data
52
**SHV
2015
orchard
profile
(including
acquisi5ons)**
| AREABYTREEAGE | AREABYTREEAGE | AREABYTREEAGE | AREABYTREEAGE | AREABYTREEAGE | AREABYTREEAGE | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| **Years0-7 ** | Years8-26 |
Years26+ | TOTALPLANTED | AVAILABLETOPLANT | TOTAL | |||||||
| (acres) | (ha) |
(acres) | (ha) |
(acres) | (ha) |
(acres) |
(ha) |
(acres) | (ha) |
(acres) | (ha) | |
| Northern Region Company Owned Leased Total |
312 1,332 |
126 539 |
1,179 1,685 |
477 682 |
- - |
- - |
1,491 3,017 |
604 1,221 |
- **- ** |
- **- ** |
1,491 3,017 |
604 1,221 |
| 1,644 |
666 |
2,864 |
1,160 |
- |
- |
4,508 |
1,825 |
- |
- |
4,508 |
1,825 |
|
| Central Region Company Owned Leased Total |
638 - |
258 - |
2,455 1,481 |
994 600 |
1,072 - |
434 - |
4,165 1,481 |
1,686 600 |
1,600 **- ** |
648 **- ** |
5,765 1,481 |
2,334 600 |
| 638 |
258 |
3,936 |
1,594 |
1,072 |
434 |
5,646 |
2,286 |
1,600 |
648 |
7,246 |
2,934 |
|
| Southern Region Company Owned Leased Total |
1,018 - |
412 - |
2,138 - |
866 - |
- - |
- - |
3,156 **- ** |
1,278 **- ** |
3,865 **- ** |
1,565 **- ** |
7,021 **- ** |
2,843 **- ** |
| 1,018 |
412 |
2,138 |
866 |
- |
- |
3,156 |
1,278 |
3,865 |
1,565 |
7,021 |
2,843 |
|
| TOTAL Company Owned Leased Total |
1,968 1,332 |
797 539 |
5,772 3,166 |
2,337 1,282 |
1,072 - |
434 - |
8,812 4,498 |
3,568 1,821 |
5,465 **- ** |
2,213 **- ** |
14,277 4,498 |
5,780 1,821 |
| 3,300 | 1,336 |
8,938 |
3,619 |
1,072 |
434 |
13,311 |
5,389 |
5,465 |
2,213 |
18,776 |
7,601 |
Source:
Company
Data
53
**SHV
-‐
Food
Division
-‐
brand
Summary**
==> picture [127 x 69] intentionally omitted <==
-
Market
leader
in
the
cooking
nut
category. -
Cooking
Nut
product
range:
almonds,
walnuts,
cashews,
hazelnuts,
brazil
nuts,
pine
nuts,
pistachios,
macadamias,
sunflower seeds
and
pepitas
(Value
share
36.8%
as
at
20/7/14.
Source
Aztec
Na1onal
Chains
Scan
data) -
• Snacking
product
range:
por1on
control
packs,
Lucky
Smart
Snax
and
Lucky
Snack
Tubs. -
Distribu1on:
major
supermarkets
and
export
markets
including
the
Middle
East,
Indonesia
and
Papua
New
Guinea.
==> picture [110 x 75] intentionally omitted <==
-
Product
range:
nuts,
dried
fruit,
legumes
and
pulses,
cereals,
grains,
seeds,
flour,
muesli
and
organic
foods. -
• Bulk
and
convenient
packs. -
Distribu1on:
health
food
stores
and
pharmacies
na1onally.
==> picture [106 x 69] intentionally omitted <==
==> picture [121 x 77] intentionally omitted <==
==> picture [109 x 58] intentionally omitted <==
-
Product
range:
muesli,
dried
fruit,
nuts
and
snacks. -
Distribu1on:
major
supermarkets
(muesli)
and
export
markets
including
Hong
Kong,
Singapore,
Malaysia
,
Indonesia
and
the Pacific
Rim. -
Product
range:
muesli,
dried
fruit,
wholefoods,
nuts
and
snacks. -
Distribu1on:
Health
aisle
of
major
supermarkets
and
export
markets
including
Hong
Kong,
Singapore,
Malaysia,
Indonesia
and the
Pacific
Rim.
==> picture [109 x 57] intentionally omitted <==
-
Product
range:
almonds
and
other
nuts,
dried
fruit,
seeds,
nut
pastes
and
pralines. -
Bulk
pack. -
Products
sold
to
local
and
overseas
food
manufacturers,
wholesalers,
distributors
and
re-‐packers.
Source:
Company
Data
and
Aztec
Na/onal
Chains
Scan
data
54
**Supply
–
demand
dynamic
a[rac5ve**
==> picture [524 x 281] intentionally omitted <==
----- Start of picture text -----
Tonnes Carry-‐out Global
Production Total
Supply Consumption
1,600,000
1,400,000
1,200,000
1,000,000
800,000
600,000
400,000
200,000
-‐
1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017
Forecast
----- End of picture text -----
Source:
Almond
Insights
2013-‐14,
Almond
Board
of
Australia
-
§ Global
market
worth
an es1mated
US$4.5
billion -
§ Supply
and
demand
have
grown at
8%
CAGR
over
past
decade -
§ Current
demand
growth
trending above
average
growth
rate; average
supply
growth
cannot
be maintained
due
to
slow-‐down
in recent
plan1ng
ac1vity -
§ Annual
consump1on
has exceeded
produc1on
over
past two
years -
§ Post
GFC
carry-‐over
stock
has sohened
upward
price
pressure so
far
**Global
almond
market
fundamentals
are
compelling**
55
**Almond
price**
Note: this
chart
is
for
indica/ve purposes
only
–
it
represents
one premium
almond
grade
(of
the many
that
Select
Harvests
produce and
sell)
and
its
sole
reason
for inclusion
is
to
give
the
reader
an understanding
of
the
historical rela/vity
of
the
current
almond price
and
the
trend
which
is generally
common
across
almond grades.
It
should
not
be
construed as
the
average
price
that
Select Harvests
sells
at.
Source:
Company
Data
Price
has
remained
strong
despite
substan5al
produc5on
increases
and
A$
apprecia5on
56
**Australian
almond
industry
snapshot**
| Company | Orchards | Processing | Sales & Marke5ng |
|---|---|---|---|
| Select Harvests | 13,311 acres (5,389 ha) –19%* market share SA, Vic & NSW |
Primary Processing 30KT Robinvale Vic Value Added Processing Robinvale & Thomastown Vic |
Consumer, Foodservice & Industrial businesses Global Nut Trader |
| Olam | 30,000 acres (11,949 ha) – 42%* market share Vic |
Primary Processing 40KT Carwarp Vic |
Consumer, Foodservice & Industrial businesses Global Nut Trader |
| Almondco (Simarloo) |
Nil direct 145 grower suppliers |
Primary Processing 30KT Renmark, SA Value Added Processing |
Consumer, Foodservice & Industrial businesses Global Almond Trader |
| Nut Producers Australia (Riverland Almonds) |
Yes – acreage unknown | Primary Processing 10KT Loxton, SA |
Consumer, Foodservice & Industrial businesses Almond & Pistachio Trader |
Source:
Almond
Board
of
Australia
and
Company
Data
*
Australia
has
70,607
acres
(28,586
ha)
of
almond
orchards
(Australian
Almond
Insights
2013-‐14,
Almond
Board
of
Australia).
SHV
is
the
only
listed
opportunity
for
investors
to
par5cipate
in
this
market
growth
57
**Key
drivers
–
weather
–
annual
almond
cycle**
Adverse
weather
is
biggest
threat
==> picture [716 x 376] intentionally omitted <==
----- Start of picture text -----
Dormancy
Nuts
Mature
dormant
between
Almond
Trees
are
Kernel,
Hull,
Leaves
Forma1on
of
Fruit/ § Pollina1on
–
Wet
weather
&
Wind
impacts
May-‐July
Blossom
Hull
Split
§ Petal
fall
to
early
nutlet
development
–
Frost
impacts
Bees
used
for
Hull
opens
&
Nut
splits
pollina1on
in
Aug
from
stem
§ Harvest
–
Wet
weather
impacts
Can
impact
Volume
&
Quality
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
Jul
Aug
Sep
Oct
Nov
Dec
Jan
Feb
Mar
Apr
May
Jun
FY2013
FY2014
FY2015
Harvest
shakers
drop
nuts
to
ground,
Sweepers
pick
up
nuts,
Truck
nuts
to
Processing
Facility
Primary
Processing
–
removal
of
hull
(In-‐shell)
or
hull
&
shell
(kernel),
prior
to
Value
Added
Processing
Value
Added
Processing
–
blanching,
slicing,
slivering,
meal,
pastes,
roas1ng,
blending
Source:
Company
Data
Almond
Sales
Program
----- End of picture text -----
58
**Almond
trees
long
life
&
lead
5me
to
maturity**
§ Almond
trees
take
7
years
to
mature,
then
produce
at
that
level
for
approx.
18
more
years
before
tapering
==> picture [446 x 324] intentionally omitted <==
----- Start of picture text -----
Almond
Tree
Life
Cycle
&
Yield
1.60
1.50
1.40
1.30
1.20
1.10
1.00
0.90
0.80
0.70
0.60
0.50
0.40
0.30
0.20
0.10
0.00
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
Year
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30
Average
Yield
-‐ Tonnes
/acre Top
Quartile
Yield
-‐ Tonnes
/acre
Yield
(Tonnes/Acre)
----- End of picture text -----
Source:
Almond
Board
of
Australia
and
Company
Data
Select
Harvests
secure
supply
chain
&
yield
opportuni5es
-‐
average
tree
age
is
10.9
years
59
**Select’s
financial
history**
| SHV Historical Summary Units 2006 2007 2008 2009 2010 2011 2012 2013 2014 |
SHV Historical Summary Units 2006 2007 2008 2009 2010 2011 2012 2013 2014 |
|---|---|
| Total Sales (A$M) 217.9 229.5 224.7 248.6 238.4 248.3 251.3 191.1 EBIT (A$M) 38.4 40.5 27.1 26.8 26.0 22.6 19.6 37.7 EBIT Margin (EBIT/Sales - %) (%) 17.6% 17.6% 12.1% 10.8% 10.9% 9.1% 7.8% 19.7% PBT (A$M) 37.9 40.0 25.4 23.0 23.6 18.5 13.4 32.7 Underlying NPAT (A$M) 26.5 28.1 18.1 16.7 17.3 17.7 9.5 22.9 Issued Shares No. of Shares 39.7 38.7 39.0 39.5 39.8 56.2 56.8 57.5 Earnings Per Share (AUD Cents per Share) 67.1 71.0 46.7 42.6 43.3 33.7 16.8 40.1 Dividend per Share (AUD Cents per Share) 53.0 57.0 45.0 12.0 21.0 13.0 8.0 12.0 Payout Ra?o (%) 80.0% 80.0% 96.7% 28.2% 48.5% 38.6% 47.6% 29.9% Net Tangible Assets per Share (A$/Share) 1.83 1.57 1.41 1.56 1.87 2.17 2.19 2.14 Net Interest Cover (1mes) 82.3 75.8 15.6 7.1 10.7 6.7 3.2 7.5 Net Debt (A$M) 1.3 1.6 46.8 52.4 45.0 73.1 66.8 79.3 Shareholder Equity (A$M) 101.5 95.5 94.1 100.9 113.6 168.8 160.3 159.5 Net Debt to Equity Ra?o (%) 1.3% 1.7% 49.7% 51.9% 39.6% 43.3% 41.7% 49.7% Share Price (A$/Share) 13.02 11.60 6.00 2.16 3.46 1.84 2.40 3.9 Market Capitalisa5on (A$M) 517.0 449.4 234.1 85.4 137.6 103.5 120.0 224.3 P/E Ra5o 19.5 16.0 12.9 5.1 8.0 5.8 12.6 9.8 |
188.3 |
| 41.8 | |
| 22.2% | |
| 37.4 | |
| 29.0 | |
| 58.0 | |
| 50.2 | |
| 20.0 | |
| 39.8% | |
| 2.47 | |
| 9.3 | |
| 94.8 | |
| 182.8 | |
| 51.9% | |
| 5.14 | |
| 298.12 | |
| 10.2 |
Source:
Company
Data
60
**Industry
informa5on**
Useful
websites
for
US
almond
crop
and
price
informa5on
-
§ Industry
Associa1ons -
─ www.almondboard.com
-
Californian
Almond
Board -
§ US
Companies ─ www.bluediamond.com -
Blue
Diamond
Growers -
─ Almond
Insights www.almondinsights.com -
─ Paramount
Farms www.paramoun{arms.com -
─ Hilltop
Ranch www.hilltopranch.com -
─ Merlo
Farming www.merlofarminggroup.com
61
**US
drought
situa5on
–
Temperature/Snowpack**
Temperature
-
§ Six
Months
In
and
Sizzling
California
Sets
Record
-‐
Andrea
Thompson,
Climate
Central,
16
July
2014 -
─ California
just
finished
the
ho`est
first
half
year
on
record,
a
period
going
back
120
years,
according
to
the na1onal climate overview for June released
by
the
Na1onal
Oceanic
and
Atmospheric
Administra1on
(NOAA). -
─ h`p://www.climatecentral.org/news/california-‐warmest-‐year-‐record-‐17774
Snowpack
-
§ California
drought:
Sierra
snowpack
is
barely
there
-‐
Peter
Fimrite,
SFGate,
San
Francisco
Chronicle
,
2
May
2014 -
─ The
snow
levels
in
the
Sierra
were
only
18
percent
of
average
on
Thursday,
when
the
last
of
the
season's
once-‐a-‐month measurements
was
taken
by
the California Department of Water Resources.
That's
worse
than
last
month,
when
the
snowpack was
32
percent
of
normal
for
the
date.
Condi1ons
get
worse
the
farther
north
one
goes
in
the
Sierra
and
Cascade
ranges.
The snowpack
is
a
paltry
7
percent
of
average
in
the
northern
part
of
the
state,
according
to
the
measurements -
─ h`p://www.sfgate.com/science/ar1cle/California-‐drought-‐Sierra-‐snowpack-‐is-‐barely-‐5446649.php
62
**US
Drought
Situa5on
–
Groundwater**
Groundwater
-
§ Satellite
Study
Reveals
Parched
U.S.
West
Using
Up
Underground
Water
-‐
Karen
Northon,
NASA,
24
July
2014 -
─ A
new
study
by
NASA
and
University
of
California,
Irvine,
scien1sts
finds
more
than
75
percent
of
the
water
loss
in
the drought-‐stricken
Colorado
River
Basin
since
late
2004
came
from
underground
resources.
The
extent
of
groundwater loss
may
pose
a
greater
threat
to
the
water
supply
of
the
western
United
States
than
previously
thought. -
─ “We
don't
know
exactly
how
much
groundwater
we
have
leh,
so
we
don't
know
when
we're
going
to
run
out,"
said Stephanie
Castle,
a
water
resources
specialist
at
the
University
of
California,
Irvine,
and
the
study's
lead
author.
"This
is
a lot
of
water
to
lose.
We
thought
that
the
picture
could
be
pre`y
bad,
but
this
was
shocking.” -
─ "The
Colorado
River
Basin
is
the
water
lifeline
of
the
western
United
States,"
said
Famigliev.
"With
Lake
Mead
at
its lowest
level
ever,
we
wanted
to
explore
whether
the
basin,
like
most
other
regions
around
the
world,
was
relying
on groundwater
to
make
up
for
the
limited
surface-‐water
supply.
We
found
a
surprisingly
high
and
long-‐term
reliance
on groundwater
to
bridge
the
gap
between
supply
and
demand.“ -
─ h`p://www.nasa.gov/press/2014/july/satellite-‐study-‐reveals-‐parched-‐us-‐west-‐using-‐up-‐underground-‐water/
-
§ California
drought:
Lawmakers
consider
historic
rules
to
limit
groundwater
pumping
-‐
Paul
Rogers,
San
Jose
Mercury
News, 9
August
2014 -
─ In
what
would
be
the
most
significant
water
law
passed
in
California
in
nearly
50
years,
lawmakers
in
Sacramento
are working
with
Gov.
Jerry
Brown
on
a
landmark
measure
to
regulate
groundwater
pumping
for
the
first
1me. -
─ h`p://www.mercurynews.com/drought/ci_26307724/california-‐drought-‐lawmakers-‐consider-‐historic-‐rules-‐limit-‐ groundwater
63
**Interna5onal
offer
restric5ons
/
disclosures**
This
document
does
not
cons/tute
an
offer
of
new
ordinary
shares
("New
Shares")
of
the
Company
in
any
jurisdic/on
in
which
it would
be
unlawful.
In
par/cular,
this
document
may
not
be
distributed
to
any
person,
and
the
New
Shares
may
not
be
offered
or sold,
in
any
country
outside
Australia
except
to
the
extent
permibed
below.
_**United
States**_
This
document
does
not
cons/tute
an
offer
to
sell,
or
a
solicita/on
of
an
offer
to
buy,
securi/es
in
the
United
States.
Any
securi/es described
in
this
document
have
not
been,
and
will
not
be,
registered
under
the
US
Securi/es
Act
of
1933
and
may
not
be
offered
or sold
in
the
United
States
except
in
transac/ons
exempt
from,
or
not
subject
to,
the
registra/on
requirements
of
the
US
Securi/es
Act and
applicable
US
state
securi/es
laws.
_**New
Zealand**_
This
document
has
not
been
registered,
filed
with
or
approved
by
any
New
Zealand
regulatory
authority
under
or
in
accordance
with the
Securi/es
Act
1978
(New
Zealand).
The
New
Shares
are
not
being
offered
or
sold
in
New
Zealand,
or
allobed
with
a
view
to being
offered
for
sale
in
New
Zealand,
and
no
person
in
New
Zealand
may
accept
a
placement
of
New
Shares
other
than
to: persons
whose
principal
business
is
the
investment
of
money
or
who,
in
the
course
of
and
for
the
purposes
of
their
business, habitually
invest
money;
or
persons
who
are
each
required
to
(i)
pay
a
minimum
subscrip/on
price
of
at
least
NZ$500,000
for
the
securi/es
before
allotment
or (ii)
have
previously
paid
a
minimum
subscrip/on
price
of
at
least
NZ$500,000
for
securi/es
of
the
Company
("ini/al
securi/es")
in
a single
transac/on
before
the
allotment
of
such
ini/al
securi/es
and
such
allotment
was
not
more
than
18
months
prior
to
the
date of
this
document.
64
**Interna5onal
offer
restric5ons
/
disclosures**
_**United
Kingdom**_
Neither
the
informa/on
in
this
document
nor
any
other
document
rela/ng
to
the
offer
has
been
delivered
for
approval
to
the Financial
Conduct
Authority
in
the
United
Kingdom
and
no
prospectus
(within
the
meaning
of
sec/on
85
of
the
Financial
Services and
Markets
Act
2000,
as
amended
("FSMA"))
has
been
published
or
is
intended
to
be
published
in
respect
of
the
New
Shares.
This document
is
issued
on
a
confiden/al
basis
to
"qualified
investors"
(within
the
meaning
of
sec/on
86(7)
of
FSMA)
in
the
United Kingdom,
and
the
New
Shares
may
not
be
offered
or
sold
in
the
United
Kingdom
by
means
of
this
document,
any
accompanying leber
or
any
other
document,
except
in
circumstances
which
do
not
require
the
publica/on
of
a
prospectus
pursuant
to
sec/on
86(1) FSMA.
This
document
should
not
be
distributed,
published
or
reproduced,
in
whole
or
in
part,
nor
may
its
contents
be
disclosed
by recipients
to
any
other
person
in
the
United
Kingdom.
Any
invita/on
or
inducement
to
engage
in
investment
ac/vity
(within
the
meaning
of
sec/on
21
of
FSMA)
received
in
connec/on with
the
issue
or
sale
of
the
New
Shares
has
only
been
communicated
or
caused
to
be
communicated
and
will
only
be communicated
or
caused
to
be
communicated
in
the
United
Kingdom
in
circumstances
in
which
sec/on
21(1)
of
FSMA
does
not apply
to
the
Company.
In
the
United
Kingdom,
this
document
is
being
distributed
only
to,
and
is
directed
at,
persons
(i)
who
have
professional
experience
in mabers
rela/ng
to
investments
falling
within
Ar/cle
19(5)
(investment
professionals)
of
the
Financial
Services
and
Markets
Act
2000 (Financial
Promo/ons)
Order
2005
("FPO"),
(ii)
who
fall
within
the
categories
of
persons
referred
to
in
Ar/cle
49(2)(a)
to
(d)
(high net
worth
companies,
unincorporated
associa/ons,
etc.)
of
the
FPO
or
(iii)
to
whom
it
may
otherwise
be
lawfully
communicated (together
"relevant
persons").
The
investments
to
which
this
document
relates
are
available
only
to,
and
any
invita/on,
offer
or agreement
to
purchase
will
be
engaged
in
only
with,
relevant
persons.
Any
person
who
is
not
a
relevant
person
should
not
act
or rely
on
this
document
or
any
of
its
contents.
65
**Interna5onal
offer
restric5ons
/
disclosures**
_**Hong
Kong**_
WARNING:
This
document
has
not
been,
and
will
not
be,
registered
as
a
prospectus
under
the
Companies
(Winding
Up
and Miscellaneous
Provisions)
Ordinance
(Cap.
32)
of
Hong
Kong,
nor
has
it
been
authorised
by
the
Securi/es
and
Futures
Commission
in Hong
Kong
pursuant
to
the
Securi/es
and
Futures
Ordinance
(Cap.
571)
of
the
Laws
of
Hong
Kong
(the
"SFO").
No
ac/on
has
been taken
in
Hong
Kong
to
authorise
or
register
this
document
or
to
permit
the
distribu/on
of
this
document
or
any
documents
issued
in connec/on
with
it.
Accordingly,
the
New
Shares
have
not
been
and
will
not
be
offered
or
sold
in
Hong
Kong
other
than
to "professional
investors"
(as
defined
in
the
SFO).
No
adver/sement,
invita/on
or
document
rela/ng
to
the
New
Shares
has
been
or
will
be
issued,
or
has
been
or
will
be
in
the possession
of
any
person
for
the
purpose
of
issue,
in
Hong
Kong
or
elsewhere
that
is
directed
at,
or
the
contents
of
which
are
likely to
be
accessed
or
read
by,
the
public
of
Hong
Kong
(except
if
permibed
to
do
so
under
the
securi/es
laws
of
Hong
Kong)
other
than with
respect
to
New
Shares
that
are
or
are
intended
to
be
disposed
of
only
to
persons
outside
Hong
Kong
or
only
to
professional investors
(as
defined
in
the
SFO
and
any
rules
made
under
that
ordinance).
No
person
allobed
New
Shares
may
sell,
or
offer
to
sell, such
securi/es
in
circumstances
that
amount
to
an
offer
to
the
public
in
Hong
Kong
within
six
months
following
the
date
of
issue
of such
securi/es.
The
contents
of
this
document
have
not
been
reviewed
by
any
Hong
Kong
regulatory
authority.
You
are
advised
to
exercise
cau/on in
rela/on
to
the
offer.
If
you
are
in
doubt
about
any
contents
of
this
document,
you
should
obtain
independent
professional
advice. Malaysia
This
document
may
not
be
distributed
or
made
available
in
Malaysia.
No
approval
from
the
Securi/es
Commission
of
Malaysia
has been
or
will
be
obtained
in
rela/on
to
any
offer
of
New
Shares.
The
New
Shares
may
not
be
offered
or
sold
in
Malaysia
except pursuant
to,
and
to
persons
prescribed
under,
Part
I
of
Schedule
6
of
the
Malaysian
Capital
Markets
and
Services
Act.
66
**Interna5onal
offer
restric5ons
/
disclosures**
Singapore
This
document
and
any
other
materials
rela/ng
to
the
New
Shares
have
not
been,
and
will
not
be,
lodged
or
registered
as
a
prospectus
in Singapore
with
the
Monetary
Authority
of
Singapore.
Accordingly,
this
document
and
any
other
document
or
materials
in
connec/on
with
the offer
or
sale,
or
invita/on
for
subscrip/on
or
purchase,
of
New
Shares,
may
not
be
issued,
circulated
or
distributed,
nor
may
the
New
Shares
be offered
or
sold,
or
be
made
the
subject
of
an
invita/on
for
subscrip/on
or
purchase,
whether
directly
or
indirectly,
to
persons
in
Singapore except
pursuant
to
and
in
accordance
with
exemp/ons
in
Subdivision
(4)
Division
1,
Part
XIII
of
the
Securi/es
and
Futures
Act,
Chapter
289
of Singapore
(the
"SFA"),
or
as
otherwise
pursuant
to,
and
in
accordance
with
the
condi/ons
of
any
other
applicable
provisions
of
the
SFA.
This
document
has
been
given
to
you
on
the
basis
that
you
are
(i)
an
exis/ng
holder
of
the
Company’s
shares,
(ii)
an
"ins/tu/onal
investor"
(as defined
in
the
SFA)
or
(iii)
a
"relevant
person"
(as
defined
in
sec/on
275(2)
of
the
SFA).
In
the
event
that
you
are
not
an
investor
falling
within any
of
the
categories
set
out
above,
please
return
this
document
immediately.
You
may
not
forward
or
circulate
this
document
to
any
other person
in
Singapore.
Any
offer
is
not
made
to
you
with
a
view
to
the
New
Shares
being
subsequently
offered
for
sale
to
any
other
party.
There
are
on-‐sale
restric/ons in
Singapore
that
may
be
applicable
to
investors
who
acquire
New
Shares.
As
such,
investors
are
advised
to
acquaint
themselves
with
the
SFA provisions
rela/ng
to
resale
restric/ons
in
Singapore
and
comply
accordingly.
Japan
The
New
Shares
have
not
been
and
will
not
be
registered
under
Ar/cle
4,
paragraph
1
of
the
Financial
Instruments
and
Exchange
Law
of
Japan (Law
No.
25
of
1948),
as
amended
(the
"FIEL")
pursuant
to
an
exemp/on
from
the
registra/on
requirements
applicable
to
a
private
placement of
securi/es
to
Qualified
Ins/tu/onal
Investors
(as
defined
in
and
in
accordance
with
Ar/cle
2,
paragraph
3
of
the
FIEL
and
the
regula/ons promulgated
thereunder).
Accordingly,
the
New
Shares
may
not
be
offered
or
sold,
directly
or
indirectly,
in
Japan
or
to,
or
for
the
benefit
of,
any resident
of
Japan
other
than
Qualified
Ins/tu/onal
Investors.
Any
Qualified
Ins/tu/onal
Investor
who
acquires
New
Shares
may
not
resell
them to
any
person
in
Japan
that
is
not
a
Qualified
Ins/tu/onal
Investor,
and
acquisi/on
by
any
such
person
of
New
Shares
is
condi/onal
upon
the execu/on
of
an
agreement
to
that
effect.
67