VERIS LIMITED — AGM Information 2019

Nov 24, 2019

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Annual General Meeting

25 November 2019

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Slide 1

FY19 brief overview

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• Revenue of $125.9m, up by $19.1m.

• Net debt position improved by $2.4m to $18m.

• Strong growth in net operating cashflow to $6.2m (FY18: ($0.1m)).

• Achieved costs reductions of circa $3m on an annualised basis.

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• Refreshed executive team.

• Invested in digital and spatial strategy.

• Improved accountability across Veris Australia business, right-sized to better reflect market demand.

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• Focus is on targeting higher value, higher margin projects with greater technical content, including digital and spatial work.

• Positioned for margin growth in FY20.

• Continued national infrastructure spend driving demand for Veris.

Slide 2

FY2019 financial dashboard

FY19 FY18 Revenue $125.9m $106.8m Underlying EBITDA $6.5m $11.2m Operating cash flow $6.2m ($0.1m) Net debt $18.0m $20.4m

• Earnings impacted by gross margin delivered by Veris Australia.

• Improved net debt position with $4.2m reduction in gross debt.

• Non cash impairment for Veris Australia of $34.4m.

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The Metro Tunnel Project, Melbourne, VIC

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Slide 3

Veris Australia delivers significantly improved margins – Q1 FY20

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Veris Australia	Q1-2020	PCP		% Change
Revenue	$23.2m	$24.8m		(6.5%)
EBITDA	$2.3m	$1.8m		27.8%
EBITDA margin	9.9%	7.3%		35.6%
Veris Australia	Q1-2020	FY19		% Change
Revenue	$23.2m	$93.0m
EBITDA	$2.3m	$5.8m
EBITDA margin	9.9%	6.2%		59.6%

Veris Australia comparisons to PCP and FY19

Veris Australia’s EBITDA for Q1 - FY20 of $2.3 million (unaudited) is a significant improvement compared to the PCP EBITDA of $1.8 million.

The tables outline the change compared to the PCP and improvements on the FY19 EBITDA margin.

Note:

(1) To ensure like-for-like comparison, the Q1 – FY20 results disclosed above do not include the impact of new Accounting Standards, AASB 16 : Leases , AASB 15 : Revenue from Contracts with Customers and AASB 9 : Financial Instruments. The impact of these Accounting Standards will be accounted for at 31 December 2019, with an expected net EBITDA increase of circa $250k on the reported Q1 – FY20 EBITDA outlined in this announcement.

Slide 4

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Sale of Elton Consulting

• Executable and efficient transaction

Repositioning the business

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Structure

Purchase Price

• Proceeds from sale resets Veris Balance Sheet for future growth

• Refines focus on major revenue drivers Veris Australia and Aqura

Sale of 100% of the shares in Elton Consulting Group Pty Ltd by to WSP Australia Pty Limited.

• Cash: $13 million paid by WSP to Veris at settlement subject to a holdback amount which is expected to be paid within approximately 90 days after settlement, subject to finalisation of closing financial statements and adjusted up or down on a dollar for dollar basis against an agreed target net asset position (Target NA).

• Dividend: $920,000 - In addition, Elton has declared and will pay a dividend to Veris prior to 31 December 2019 in an amount equivalent to the amount in excess of the Target NA (circa $920,000) (to be adjusted up or down on a dollar for dollar basis on finalisation of the Target NA within 90 days).

Slide 5

Sale of Elton Consulting

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RESULTING IN:

A strong Balance Sheet for Veris with total debt reduced by $8.0m to $12.9m and core debt (non HP debt) reduced to $5.6m.

Repositioning Veris portfolio for continued future growth.

Enabling Veris to strongly focus on its national surveying and digital and spatial business:

• growing our core digital and spatial services through industry leading capabilities and high demand from market; and

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• national approach to client management and expanding our service offering geographically, and by sector.

Focus on Veris Australia

Slide 6

Veris Australia – focusing on our core business

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Revenue by service Revenue by market
2% 2%
6% 6%
1%
17% 29%
77%
60%
Infrastructure Government
Surveying
Property Mining & Resources
Digital and Spatial
Development Industrial Marine
Other
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Infrastructure Government Property Mining & Resources Industrial Marine Other

Market outlook

• Committed forward pipeline for infrastructure investment of over $200b.

• By 2034, population is projected to grow 23.7% to reach 31.4m.

• QLD governments now mandating 3D spatial ‘digital twins’ for building information management (BIM) on all new government construction projects with estimated capital costs over $50m.

• Geospatial analytics market is projected to grow CAGR 15% to 2025.

Source: Macromonitor, Australian Construction Outlook Overview, Australia Infrastructure Audit 2019, Deloitte Access Economics 2019, Market Research Future.

Key clients

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Slide 7

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Leading industry Thought Leaders

Veris Australia has preeminent professionals within the ~~business that are recognised industry leaders across the spatial~~ and surveying industry.

These professionals represent Veris and the surveying and spatial industry on state and national boards including:

 Surveying Industry Business Association;  Consulting Surveyors National;

 Surveying and Spatial Science Institute;

Advisory group

 Institution of Surveyors (National and State levels); and  Surveyors Regulatory Board

The Thought Leaders (advisory group) will have a focus on enabling Veris Australia to be recognised as an industry leader.

This advisory group has strong industry, educational and government sector links through representation on boards / committees / advisory groups, which will permit Veris Australia to lead and shape industry.

Regular interaction with the Veris Board and Executive will allow the advisory group to play an integral role in shaping strategy and business operation.

Slide 8

Showcasing our capabilities – digital and spatial services

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Metrology and Reverse Engineering

Benefits

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Data Capture (aerial, hydrographic, laser scanning)

Benefits

• Quality control

• Real-time data

• Virtual assemblies

• First time right

• Less downtime

• Reduce manufacturing costs

• Fit-for-purpose

• Warranty

• Fast and cost effective

• Eliminates high risk activities

• Efficient over large areas

• Environmental protection

• Minimise re-work

• Single point of truth

• Data is equity

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Digital Engineering and Twin

Benefits

• Intelligent information

• Significant cost benefits

• Productivity

• Digital replica

• Safety

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Subsurface Utility Identification Benefits

• Significant cost benefits

• Reduction in lost time

• Utility avoidance

Slide 9

Delivery excellence driving long term client relationships

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Surveying

Digital and spatial

Development

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Source: theurbandeveloper.com
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Flagstone City, QLD 7+ years

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Source: abc.net.au
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Perth Airport, WA 25 years

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Major Iron Ore projects, WA 25+ years

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Ellenbrook development projects, WA 27 years

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Source: sydneyolympicpark.com.au
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Pavilions Apartment, Sydney, NSW 24 months

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Source: abc.net.au
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Ipswich CBD redevelopment, QLD 2 years

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Source: abc.net.au
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Tonkin Highway project, WA 15 years

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Melbourne Square Stage 2, Southbank 5 years

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Source: build sydney.com
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Source: ymeprojects.com.au
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Source: abc.net.au
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Morley to Ellenbrook Metronet, WA 3 years

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412 William Street, Melbourne, VIC

5 years

The Orchid, Sydney, NSW 18 months

The Lennox, Parramatta, NSW 20 months

Slide 10

Aqura Technologies

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Overview and achievements

• Aqura provides specialised industrial communications technology solutions to blue chip organisations.

• Solid organic revenue and EBITDA growth in FY19.

• Continued revenue growth expected in FY20, with a strong secured order book.

• Aqura is transforming its core products to “as a service” offerings, enabling a broader customer base with scalable opex solutions delivering long term annuity revenue from blue chip customers.

• Expanded operations within Queensland and Victoria leveraging from Veris Australia’s national footprint.

• Market leader in private LTE (industrial wireless) recently awarded WAIITA’s “Most Effective Infrastructure Solution”.

Revenue

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19%
$15m
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$12m
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FY18 FY19
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EBITDA

• Global partner agreements with leading vendors including Vodafone, Nokia, Cisco.

• Aqura operates in large addressable markets and has tremendous headroom to grow.

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Aqura Clients
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106%
$1.9m
$0.8m
FY18 FY19
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Slide 11

Summary and outlook

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Key
achievements
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• Strengthened the balance sheet.

• Re-position the business to focus on core service offering in Veris Australia.

• Board refresh.

• Invested in digital and spatial strategy to position business for the future.

• Strong EBITDA growth for Aqura, of $1.9m, up by 107% on FY18 and securing new works packages exceeding $13m.

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Outlook
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• Continue to focus on our core business.

• Increase our focus on national client service offering – streamlining our approach.

• Continue to grow our service lines across geographies.

• Strong focus on targeting higher margin projects with greater technical content, including digital and spatial work.

• Growth strategy supported by tailwinds of continued infrastructure spend and the shift to mandate digital and BIM engineering.

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Slide 12

Disclaimer

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This Document should not be considered as an offer or invitation to subscribe for or purchase any securities in Veris Limited (“Veris” or the “Company”) or as an inducement to make an offer or invitation with respect to those securities. No agreement to subscribe for securities in Veris should be entered into on the basis of this Document.

This Document contains high level information only and does not purport to be all inclusive or to contain all information which its recipients may require in order to make an informed assessment of Veris and its prospects. Any forecasts and forward looking information contained in this Document are subject to risks and uncertainties and are not a guarantee of future performance. Actual performance will almost certainly differ from those expressed or implied.

Veris makes no representation or warranty, express or implied, as to the accuracy, currency or completeness of the information presented herein. Information contained in this Document may be changed, amended or modified at any time by Veris. Veris is under no obligation to update any information or correct any error or omission which may become apparent after this Document has been issued.

To the extent permitted by law, Veris and its officers, employees, related bodies corporate and agents (‘Associates’) disclaim all liability, direct, indirect or consequential (and whether or not arising out of the negligence, default or lack of care of Veris and/or its Associates) for any loss or damage suffered by recipients of this Document or other persons arising out of, or in connection with, any use of or reliance on this Document or information contained herein. By accepting this Document, the recipient agrees that it shall not hold Veris or its Associates liable in any such respect for the provision of this Document or any other information provided in relation to this Document.

Recipients of this Document must make their own independent investigations, consideration and evaluation of the information contained herein. Any recipient that proceeds further with its investigations, consideration or evaluation of the information described herein shall make and rely solely upon its own investigations and inquiries and will not in any way rely upon this Document. Recipients of this Document should not act or refrain from acting in reliance on material in this Document.

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