WOOLWORTHS GROUP LIMITED — Investor Presentation 2021

May 9, 2021

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10 May 2021

ASX Market Announcements Office Australian Securities Exchange 20 Bridge Street Sydney NSW 2000

Demerger of Endeavour Group - Briefing Presentation

Attached for release to the market is a presentation regarding the proposed demerger of Endeavour Group.

Authorised by: Kate Eastoe, Group Company Secretary

For further information contact:

Media: Woolworths Group Press Office: +61 2 8885 1033 media@woolworths.com.au Investors and Analysts: Paul van Meurs, Head of Investor Relations: +61 407 521 651

Woolworths Group Limited ABN 88 000 014 675

1 Woolworths Way, Bella Vista NSW 2153

ENDEAVOUR GROUP 1 DEMERGER

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Demerger of Endeavour Group

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Woolworths Group Limited ABN 88 00 014 675

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Contents

Overview and Woolworths Group post demerger Endeavour Group post demerger Endeavour Group financial overview

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3
13
33
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Woolworths Group Purpose

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ENDEAVOUR GROUP 4 DEMERGER

Completing the Endeavour Group Transformation

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Stage 1 Stage 2 Stage 3
Restructure ALH Merger Separation
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			Stage 1 Restructure			Stage 2 ALH Merger			Stage 3 Separation
Activity		•	Internal reorganisation of Woolworths Group to create a distinct legal entity, known as Endeavour Group		•	Endeavour to acquire BMG’s interest in ALH in exchange for issuing BMG with a 14.6% interest in Endeavour Group		•	Separation of Endeavour Group from Woolworths Group via demerger
	•		To simplify Woolworths Group’s corporate structure		•	To integrate the operations of the Woolworths’ drinks		•	To create simpler, more
Purpose	• •		To create a distinct legal entity To facilitate the ALH Merger and potential separation		•	business and ALH Group To facilitate potential separation			focused, independent businesses better equipped for future growth
	•		Shareholders approved on					•	Meeting Resolutions to be
Timing			16 December 2019		•	Completed 4 February 2020			considered at the General
	•		Implemented 2 February 2020						Meeting on 18 June 2021
			Completed

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ENDEAVOUR GROUP 5 DEMERGER

Rationale for the demerger

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Win-win
Partnership
o Simple and more  Joint customer food o Simplified and customer-
agile operating model and drinks offer in centric business
store and online
o Increased focus on  Everyday Rewards o Clear purpose across
growing its food and Retail, Hotels and its
partnership and shared
everyday needs retail broader business
analytics
ecosystem
 Retain joint benefits of o Broad mandate for growth
o Enhanced brand capabilities and and access to capital to
clarity infrastructure built by pursue investment
Woolworths Group
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ENDEAVOUR GROUP 6 DEMERGER

Creation of two independent and leading ASX-listed companies

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( Post demerger )

Australia and New Zealand’s leading food and everyday needs business

Australia’s leading retail drinks and hospitality business

Footprint of established food and everyday needs brands

The leading retail drinks and hospitality operator in Australia

Well positioned in resilient grocery market with strong balance sheet

Complementary portfolio of trusted and innovative brands

Innovation capabilities and established core platforms in areas like digital, data & analytics, formats and supply chain

Legal and social licence to operate

Complementary partnerships with leading Australian businesses through retail ecosystem

Exclusive products that meet customer needs and drive growth

Experienced board and management

Experienced and knowledgeable team

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ENDEAVOUR GROUP 7 DEMERGER

Overview of the demerger

• Demerger to occur via a distribution of Endeavour shares

• Eligible shareholders will receive one Endeavour share for every share held in Woolworths Group

  • Expected to qualify for demerger tax relief

• Woolworths Group will hold a 14.6%[1 ] interest

• Bruce Mathieson Group (BMG) will also hold a 14.6% interest

• Vote on demerger resolutions at a General Meeting to be held on 18 June 2021

  • No scheme of arrangement required

  • Resolutions require simple majority

• Endeavour Group starts trading on ASX on 24 June 2021[2]

Simplified structure of Woolworths Group and Endeavour Group immediately following the demerger

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1,268m 1,268m
shares shares
261.5m
shares
261.5m
1,791m shares on issue
shares
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1 Excludes a small number of Endeavour Shares to be transferred to the trustee of the Woolworths Employee Share Trust under the demerger which will be disposed of by the trustee shortly after implementation of the demerger 2 Conditional and deferred settlement basis

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Pro forma impact of the demerger

ENDEAVOUR GROUP DEMERGER

8

Pro forma post demerger

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||||||||||
|---|---|---|---|---|---|---|---|---|
|Current|
|$m (unless otherwise stated)|Woolworths Group|Woolworths Group|Endeavour Group|
|F20 revenue|63,675|53,131|10,624|
|F20 EBIT|[1]|3,219|2,519|693|
|F20 NPAT|[1]|1,646|1,303|328|
|H1 F21 net debt/ (cash)|[2]|491|(75)|1,266|
|H1 F21 eCommerce penetration|8.2%|8.3%|[3]|8.5%|[4]|
|Team members (#)|200,000+|172,000+|28,000+|
|Retail stores / venues (#)|3,386|[5]|1,424|[5]|1,962|[5]|
|1%|
|14%|[1%]|
|11%|[5%]|23%|
|17%|
|F20 EBIT by segment (%)|[6]|66%|
|77%|
|85%|
|AU Food|NZ Food|BIG W|AU Food|NZ Food|Retail|[7]|Hotels|[7]|
|Endeavour Drinks|Hotels|BIG W|

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• 1 Before significant items and non-controlling interests

• 2 Net financial debt excluding lease liabilities and the impact of derivatives

• 3 Based on reported H1 F21 eCommerce sales divided by total sales for Australian Food, New Zealand Food and BIG W 4 For the Retail segment only

• 5 As at 3 January 2021. Excludes NZ franchise stores, Summergate and five managed clubs

• 6 EBIT by segment excluding central overheads

• 7 F20 EBIT split impacted by COVID-19. F19 EBIT split of 62% for Retail and 38% for Hotels

As a result of pro forma adjustments to reflect the impact of the demerger, the sum of Woolworths Group and Endeavour Group, post demerger, will not always equal Woolworths Group pre demerger. Refer to Demerger Booklet for more detail

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ENDEAVOUR GROUP 9 DEMERGER

Woolworths Group’s retail ecosystem with our customers and everyday needs at the core

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B2C Food
Our cornerstone retail
food businesses, famous
for good food, prices
and acts and always
convenient
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B2B Food Expanding food into new customer segments, channels and markets

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Platforms & Partners
Technology, digital and
analytics enabled retail
platforms delivering
value for Woolworths
Group and partners
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More Everyday
Extending into
complementary
everyday categories
and services to provide
more for our customers
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ENDEAVOUR GROUP 10 DEMERGER

Ongoing win-win partnership with Endeavour Group

Partnership agreements between Woolworths Group and Endeavour Group extend choice for customers to meet their everyday needs through both Woolworths Group’s businesses and partners

Key anticipated benefits to be delivered under the partnership agreements include:

• framework to pursue joint growth opportunities and further develop team and technology capabilities for mutual benefit;

• protecting and maintaining the synergies and collaborative relationship;

• supporting Endeavour Group with continuity of its operations and transition to separate listed entity; and

• minimising stranded costs for Woolworths Group on the demerger

Partnership agreement categories

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Supply Chain
& Stores
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Digital &
Media
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International
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Woolworths Group post demerger capital management considerations

ENDEAVOUR GROUP DEMERGER

11

Total net debt post demerger

Pro forma operating cash flows[2]

$m	Pro forma Woolworths Group 3 Jan 2021
Cash Borrowings	(2,699) 2,624
Net debt / (cash)	(75)1
Lease liabilities	11,932
Total net debt	11,857

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4,000
3,000
2,000
1,000
0
F18 F19 F20
$m
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• Woolworths Group’s operating cash flow and cash realisation is expected to remain strong

• Woolworths Group remains committed to solid investment grade credit ratings

• No change to credit rating targets anticipated

• Pro forma net cash of $75m following settlement of Endeavour Group intercompany borrowings

• Lease liabilities of $11.9b

• Woolworths Group Board will consider capital management options

• Subject to trading conditions and Board approval, $1.6b – $2.0b could be returned to shareholders

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1 Excludes debt-related financial assets of $44m 2 Before significant items

ENDEAVOUR GROUP 12 DEMERGER

Demerger expected to create value for shareholders

Relative to other separation alternatives, Woolworths Group Board believes the demerger is the most value accretive path to separation for shareholders

Woolworths Group is committed to ensuring Endeavour Group is set up with a strong foundation for success and growth as an independent listed company

Grant Samuel & Associates, the Independent Expert, has concluded that the demerger is also in the best interests of Woolworths Group shareholders

Woolworths Group Board unanimously recommends the demerger

Shareholder vote to be held at the General Meeting on Friday, 18 June 2021. Expected to trade (conditional and deferred settlement basis) on 24 June 2021

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13

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Endeavour Group Post Demerger

Endeavour Group Post Demerger

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Endeavour Group Board

ENDEAVOUR GROUP 14 DEMERGER

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Peter Hearl
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Chairman

Duncan Makeig Independent non-executive director

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Steve Donohue
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Managing Director and Chief Executive Officer

Joe Pollard Independent non-executive director

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Holly Kramer
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Woolworths Group nominee, non-executive director

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Colin Storrie
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Non-executive director[1]

Bruce Mathieson Sr

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BMG nominee, non-executive director

Catherine West

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Independent
non-executive director
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1 Colin Storrie is not considered to be independent because he is currently a senior executive of Woolworths Group and is expected to remain in this role until 27 June 2021

Endeavour Group senior leadership team

ENDEAVOUR GROUP 15 DEMERGER

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Steve Donohue
Managing Director and
Chief Executive Officer
Agnieszka
Shane Gannon Peter Atkin Judith Powell Alison Merner
Pfeiffer-Smith
Chief Financial Officer Chief Strategy Officer Chief Legal Officer Chief Information Chief People Officer
Officer
Bruce Mathieson Jr Alex Freudmann Scott Davidson Paul Walton Claire Smith
Managing Director, Managing Director, Managing Director, Director, Pinnacle Drinks Director, EndeavourX
Hotels Dan Murphy’s BWS
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ENDEAVOUR GROUP 16 DEMERGER

Presentin toda g y

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Steve Donohue
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Managing Director and
Chief Executive Officer
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Shane Gannon
Chief Financial Officer
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• Steve was appointed Managing Director, Endeavour Drinks in January 2018

• Prior to this, Steve held a broad range of roles within the Woolworths Group drinks business, starting as a store manager in Dan Murphy’s at 19 years old and progressing into senior Buying, Merchandising and Marketing roles in Dan Murphy’s, BWS and the broader drinks business

• In 2013, Steve moved to New Zealand to work for Countdown before returning to Australia in 2015 to take up Director of Buying and Merchandising for Woolworths Supermarkets

• Steve has over 25 years of experience in the retail industry and brings a deep appreciation for core retail principles and a strong focus on the customer experience

• Shane is an experienced finance executive with over 40 years in the finance function with the last 15 years as a CFO of four ASX-100 companies, most recently with the Mirvac Property Group

• Shane joined Endeavour Group as Chief Financial Officer in April 2021

• Before joining Mirvac, Shane was the CFO of Goodman Fielder, CSR and Dyno Nobel

• Prior to the above CFO roles, Shane was employed in divisional CFO roles at Lend Lease Group (10 years) and private equity in the renewable energy space

• Shane’s broad industry experience, in addition to public company CFO roles, includes property, financial services, mining services, FMCG and energy sectors

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ENDEAVOUR GROUP 17 DEMERGER

Our purpose

ENDEAVOUR GROUP DEMERGER

Endeavour Grou investment hi hli hts p g g

18

• Leading brands - Dan Murphy’s and BWS are #1 and #2 preferred retail drinks brands in Australia[1] , and operate the largest network of 1,630[1] stores with flexible, short duration leases

Market leading brands and positions

Advanced digital and product capabilities through EndeavourX and Pinnacle Drinks

Ecosystem partnerships that reinforce portfolio benefits

• Largest hotels network in Australia, with 332[1] hotels (owned and leased)

• 1,775+ liquor licences and ~12,400 electronic gaming licences across Australia

• Leading digital presence - 18m+ web and app visits in December 2020 and eCommerce sales of $637m in F20

• • 5.1m My Dan’s loyalty members • EndeavourX is the engine of Endeavour’s eCommerce offerings, digital capabilities and loyalty propositions • Pinnacle Drinks provides consumer brand and product development capabilities, with a focus on premiumisation

• Combination and co-location of retail drinks and hotel assets drives enhanced financial performance

• Ongoing support of Woolworths Group capabilities in digital, IT and supply chain through flexible partnership agreements

• Ongoing opportunities for network growth, enhancing the existing store and venue network and improving end to end efficiency

Growth momentum across all business units

Commitment to purpose and responsible service

Strong financial performance

• Digital step change opportunity to grow market share to match bricks and mortar

• Category expansion and Pinnacle Drinks growth opportunity particularly in premium and craft categories

• Development opportunities across the existing hotel network and acquisition of new hotels

• • 28,000+ engaged team members and an experienced board and management team, committed to our purpose of creating a more sociable future together

• Continued focus on maintaining position as an industry leader in the responsible service of alcohol and gaming

• Resilient financial performance through COVID-19

• Strong operating cashflow and access to liquidity to fund growth and distributions to shareholders

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1 Ergo Liquor Tracker survey

2 As at 3 January 2021

Endeavour Group - Australia’s leading drinks and hospitality business

ENDEAVOUR GROUP 19 DEMERGER

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$ 10.6 B $ 693 M
F20 Sales ( F19 $10.3B) F20 EBIT ( F19 $861M)
Australia’s largest retail drinks business, with multi-format Operator of a portfolio of 332 licensed venues
brand propositions and capabilities providing a range of hospitality experiences
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Australia’s largest retail drinks business, with multi-format brand propositions and capabilities

Pinnacle Drinks provides products and services capabilities across the entire group, including a portfolio of exclusive brands, vertically integrated production and services, and premium brand ownership EndeavourX brings together Endeavour Group’s digital and fulfilment capabilities and platforms, loyalty propositions, and oversees the trading operations of the specialty and eCommerce businesses. EndeavourX enables Endeavour Group to know and engage its customers across the entire business

Note: Pro forma revenue and pro forma EBIT. Endeavour Group F20 pro forma EBIT of $693 million (F19: $861 million) includes unallocated net costs of $56 million (see Appendix). COVID-19 had a material impact on the performance of Endeavour Group in F20

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Source: Demerger Booklet page 24

ENDEAVOUR GROUP DEMERGER

Broad network foot rint p

20

Retail store network growth over time

Endeavour Group network footprint[1]

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2
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1,630
1,610
1,576
1,543
1,517
1,486
F16 F17 F18 F19 F20 H1 F21
Comparable sales
3.6% 2.3% 7.9% 17.5%
growth %
Hotels venue network growth over time
332
329
326
324 323
318
F16 F17 F18 F19 F20 H1 F21
Comparable sales
3.7% 1.9% COVID-19 Impact
growth %
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1 Locations as at 3 January 2021, with the exception of Oakridge Wines acquired in March 2021

2 Excludes 5 clubs managed by Endeavour Group in Victoria

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Operating in a growing drinks and fragmented hospitality market

ENDEAVOUR GROUP 21 DEMERGER

Drinks retail market size (revenue)

(Packaged liquor market including online and direct to consumer)

% Endeavour Group market share

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Spike in retail sales
caused by COVID 9.1%
GROWTH
3.0% 40.4%
CAGR
39.8% [1]
39.7%
39.7%
39.4%
$b
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Source: Frost & Sullivan (March 2021)

1 F19 reflects market share normalised to exclude EGL 53rd week

Hospitality market size (revenue)

(Pubs, bars and nightclubs)

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% Endeavour Group market share
(0.5)%
CAGR
(18.1)%
GROWTH
8.0%
8.6% 8.6% 8.6% [1]
8.6%
$b
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Hotel closures
and restrictions
due to COVID
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Source: IBISWorld Report Pubs, bars and nightclubs in Australia (October 2020)

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ENDEAVOUR GROUP 22 DEMERGER

A stron histor of or anic and strate ic rowth g y g g g

Note: Due to rounding, numbers presented in this chart may not add up to precisely to the totals presented

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ENDEAVOUR GROUP 23 DEMERGER

Market leadin customer franchise g

Customer engagement and understanding, driving better experiences…and more engagement

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78
Attract and Engage
Dan Murphy’s Customers
VOC NPS [1]
5.1m
My Dan Murphy’s
members
Customer
Enable Trust
Meaningful
Understand
Experiences
our Customers
172
Contactless Direct
to boot stores
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1 Voice of Customer (VOC) Net Promoter Score (NPS) (Store and Online) as reported for Q3 F21

ENDEAVOUR GROUP 24 DEMERGER

Portfolio of trusted and innovative brands

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• One of Australia’s most trusted brands

• Destination for drinks discovery – in store and online

• Widest range at Australia’s lowest prices

• One of the most convenient places to buy drinks in Australia

• Integrated online offering including under one hour delivery proposition

• Localised range

• Australia’s largest on-premise venue operator

• Range of hospitality experiences, including bars and food, electronic gaming, wagering, live entertainment and accommodation

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Reported brand preference[1]

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37%

21%

• Reported brand preference: #1 and #2 most preferred brands in the market[1]

• Kantar recently named Dan Murphy’s one of the most trusted and most meaningfully different brands in Australia

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1 Ergo Liquor Tracker survey

ENDEAVOUR GROUP 25 DEMERGER

Lar e hotel ro ert ortfolio with develo ment otential g p p y p p p

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49 owned hotel properties
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• Opportunities for growth and capital recycling

• Leverage ecosystem partnerships and portfolio benefits

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283 leased hotel properties
[[1]]
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• WALE of 14.4[[1]] years plus options

• Redevelopment rights and optimisation potential across multiple sites

Recent developments across Hotels

Como Hotel Reopened 15 December 2020

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Redland Bay Hotel Reopened 3 July 2020

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Forest Hotel Opened 11 December 2020

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1 As at 3 January 2021

ENDEAVOUR GROUP DEMERGER

Leadin di ital resence g g p

26

High customer engagement

Largest share of category traffic

Fast growing eCommerce sales

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18m+ monthly web and app visits in Dec 2020

5.1m

My Dan’s members in H1 F21

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Website visits per month (m)
Dec 2020 [1]
7.0
2.2 1.7 1.1
#3 #4
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eCommerce sales

$483m sales in H1 F21

50.2% growth yoy

8.5% penetration of total Retail sales

Leader in eCommerce Innovation

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• 30 min Pick up in most stores

• 172 contactless Direct to boot service stores

• 171 stores with two hour express delivery

• 30 min Pick up in most stores

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• On Demand delivery in < 1 hr available from 960 stores

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1 Source: SimilarWeb

ENDEAVOUR GROUP 27 DEMERGER

EndeavourX rovides di ital ca abilities to ower the Grou p g p p p

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• EndeavourX was created in 2019, and comprises the digital platforms and incubator businesses of the Group to build customer knowledge, leverage capability and drive growth

• EndeavourX brings together the loyalty propositions across the business into a single view called CustomerPulse

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Personalisation

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Apps

• Customer insights drive the prioritisation of the digital delivery agenda (currently focused on personalisation, app and convenience) and the development of key platforms

• EndeavourX also oversees the trading operation of the eCommerce and incubator businesses

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Search & Intent Management

Innovations like facial recognition in Hotels or predictive algorithms in Jimmy Brings also enable Endeavour Group to continually evolve and remain committed to responsible service and consumption

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ENDEAVOUR GROUP 28 DEMERGER

Pinnacle Drinks is Endeavour Group’s consumer brand and roduction business p

Endeavour Group’s own and exclusive brand business

Pinnacle Drinks engages in selective vertical integration

• Largest supplier to Endeavour Group

• Access to high quality exclusive products, while delivering growth for Endeavour Group

• Supply chain flexibility to respond to consumer demand

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New products Awards won
207 458
in F20 (YTD F21)
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Collection of award winning and premium heritage wineries and wine brands around Australia and New Zealand

A 5-star James Halliday rated winery in the Barossa Valley

Provides wine solutions including contract bottling services and supply of packaging goods

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Product Innovation

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Premium Wine
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ENDEAVOUR GROUP 29 DEMERGER

Endeavour Grou ’s ecos stem unlocks ortfolio benefits p y p

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Ability to generate more value from a
liquor licence by leveraging both hotel
and retail businesses
Ability to distribute product and
Ability to leverage innovative
provide differentiation
capabilities from our
incubator businesses to throughout the hotels, retail and
power market leading brands Gaming digital network of the Group
Food & Beverage Accommodation
Marketplace Premium
Brands
On Demand
Wine
Subscription Production
Hotels
Auction
Retail Products & Industry
B2B Services Services
Creating a more sociable
Industry Strategic future together Digital Loyalty
Partners Platforms
Digital
Team
Ecommerce
Technology
Platforms
Community Incubator
Ability to benefit from the scale Ability to bring data from
and capabilities of Woolworths customers together to learn and
Group through partnership innovate across all businesses
agreements
Ability to attract talent into a
large diverse purpose-led
organisation
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Key areas of future growth opportunity

ENDEAVOUR GROUP 30 DEMERGER

Growing digital engagement

Strategic expansion of the network

Expanding product range and reach

• Increase eCommerce market share to align to bricks and mortar

• Improve the digital offer and deploying new services into underserved communities

• Make digital the front door to all brands including hotels

• Accelerate acquisition, roll-up and development of new hotels

• Expand to catchments that can support an additional Dan Murphy’s or BWS store

• Expand smaller incubator brands and platforms leveraging existing infrastructure

• Respond to emerging trends

• Leverage Pinnacle to drive new category growth and support premiumisation

• Grow customer resonance of Pinnacle Drinks’ brands within Endeavour Group and offshore through selective partnerships

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Enhancing the existing footprint

• Accelerate hotel refurbishments

• Deliver differentiated in-store experiences

• Unlock the value of freehold and leasehold property assets over time

Enhancing end-to-end efficiency

• Benefit from growing scale and synergies

• Expansion of technology capabilities to support growth

• Agile and integrated ways of working

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ENDEAVOUR GROUP 31 DEMERGER

Hi hl ex erienced and en a ed team g y p g g

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One team

28,000+ team members

36%

38%

female representation across reduction in recordable Endeavour Group senior leaders injuries to Dec 20

• Passionate, knowledgeable and diverse team members, with market-leading sustainable engagement metrics

• Critical capabilities required to drive Endeavour Group to its full potential

• Best in class capability throughout the organisation, including in digital, merchandising and across store management and store teams

Highly Engaged Team Sustainable Engagement (Feb-20 Retail Survey Results)

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+5
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+3 Endeavour Group vs. Endeavour Group vs. Australian average Global retail average

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Commitment to responsibility and community

ENDEAVOUR GROUP 32 DEMERGER

Approach to Responsible Service

Responsibility

Most responsible operating model based on tailoring community relevant voluntary initiatives over and above legal compliance

• ID25+

• Choose to Drinkwise

• International Alliance for Responsible Drinking initiative

• Responsible gaming hosts

Our Imprint

Training

Curated in-house RSA and RSG training for Retail, Hotels and eCommerce, and continuous improvement to develop innovative training solutions

Innovation

Explore, test and implement appropriate technologies for harm minimisation

• Facial recognition technology in South Australia

At Endeavour, we aspire to leave a positive imprint on every community we touch

We are not just responsible for our own actions, we must try to improve outcomes in the wider community, as members of that community

• Voluntary pre-commitment in Monty’s Rewards app

• Predictive algorithms

We are committed to creating a more sociable future together

Audit & Compliance

Dedicated internal RSA and RSG teams who monitor compliance and address regulatory issues if they arise. External audit through mystery shopping and RGC

Partnership

Tailored partnerships with communities

• Jawun Secondments

• ALH chefs to FareShare charity kitchens during COVID

• 180 Liquor Accords

• Domestic and Family Violence initiative

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1. Financial overview

Financial overview

Endeavour Group Post Demerger

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ENDEAVOUR GROUP 34 DEMERGER

Endeavour Group financial highlights

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Scale and Strong Cash Financial
asset base $ generative flexibility
growth
$10.6b [1] $3.2b [2] $1.4b [1] $2.5b
F20 revenue F20 operating cash flow Debt facilities
Net assets
before finance costs and tax (3-5yr tenor)
$693m [1] $2.0b [2] $0.5b [3] $500m+
F20 cash flow before
F20 EBIT Liquor, gaming and other Facility headroom at
dividends and debt
licences demerger
repayment
6.5% [1] $592m [2] F21 final dividend 8.8 years
Freehold land, Expected to be declared and Retail WALE
F20 EBIT margin
warehouse, retail and paid in H1 F22
other property
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3 Pro forma operating and investing cash flows after lease payments

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1 Pro forma before significant items

2 Pro forma as at 3 January 2021

ENDEAVOUR GROUP 35 DEMERGER

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Endeavour Grou historical financial erformance p p

Pro forma revenue by business ($bn)

Retail

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10.3 10.6
9.8
1.3
1.7
1.6
6.4
5.7
0.7
0.9
9.3
8.2 8.6
5.7
4.8
F18 F19 F20 H1 F20 H1 F21
Retail Hotels
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• Solid Retail comparable sales growth in F18; softer market in F19

• H2 F20 and H1 F21 materially impacted by COVID which drove unprecedented Retail demand

• F19 EBIT reflects targeted investments in key focus areas including customer experience, ranging, data and analytics and eCommerce

• F20 and H1 F21 EBIT impacted by COVID with strong sales growth offset somewhat by higher costs

Pro forma EBIT by business ($m)

Hotels

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885 861
693
359 349
171 540 515
225 122
582 568 578
422
344
(56) (56) (56) (29) (29)
F18 F19 F20 H1 F20 H1 F21
Retail Hotels Other
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• Strong sales growth in F18; softer market in F19, with sales growth supported by venue refurbishments

• H2 F20 and H1 F21 materially impacted by the closure of venues and venue restrictions due to COVID but improving trend as restrictions eased

Other

• Other costs of $56m reflect pro forma central overhead costs

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Note: F19 includes 53 weeks

ENDEAVOUR GROUP 36 DEMERGER

Summarised ro forma balance sheet p

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	Pro forma
	Endeavour Group
$m	3 Jan 20211
Cash and cash equivalents	566
Trade and other receivables	193
Inventories	1,436
Lease assets	3,150
Property, plant and equipment	1,838
Intangible assets	3,838
Other assets	106
Total assets	11,127
Trade and other payables	1,749
Lease liabilities	3,788
External borrowings	1,832
Other liabilities	563
Total liabilities	7,932
Net assets	3,195

• Finished goods held in stores, venues, warehouses and bulk product held by Pinnacle Drinks

• Freehold land, warehouse retail and other properties: $592m

• • Plant and equipment: $701m • Leasehold improvements: $545m

• Goodwill: $1.7b

• • Liquor, gaming and other licences: $2.0b • Software: $95m

~~Net debt~~	~~Net debt~~
		Pro forma
	$m	3 Jan 2021
	Cash and cash equivalents	(566)
	External borrowings	1,832
	Net debt (excluding lease liabilities)	1,266
	Lease liabilities	3,788
	Total net debt	5,054

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1 Due to the nature of the working capital cycles in the business and the higher levels of seasonal trading, working capital is generally lower at the first half balance sheet date

Cash flows and ca ex p $

ENDEAVOUR GROUP 37 DEMERGER

Pro forma net operating cash flows ($m)[1]

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1,429
1,350
1,249
1,067
881
F18 F19 F20 H1 F20 H1 F21
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• Strong operating cash flow to support dividends and fund growth

• Operating cash flow in F20 and H1 F21 benefitted from impact of COVID trading on working capital

Pro forma capex by business ($m)[2]

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343 336
325
3 3
3
157
176 141
160
126
2
2
65
183 181 70
157
93
54
F18 F19 F20 H1 F20 H1 F21
Retail Hotels Other
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• Track record of disciplined capital allocation

• Investment balanced across investments in new stores / venues, refurbishments and redevelopments, technology, EGM fleet, digital / eCommerce and M&A

• Opportunities for continued investment to deliver attractive returns

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1 Pro forma net operating cash flows before financing costs and tax

2 Includes payments for businesses and investments. Shown on an accrual basis

ENDEAVOUR GROUP 38 DEMERGER

Anticipated capital structure and dividend approach

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Debt facilities

• Total debt facilities of $2.5b

$m

5-yr Syndicated revolving credit facilities 1,000 4-yr Syndicated revolving credit facilities 900 3-yr Bilateral revolving credit facilities 600 Total debt facilities limit 2,500

• Pro forma F20 finance costs based on variable rate effective borrowing cost of 1.8% on drawn debt of $1,850m

• On demerger, net debt[1] of $1.4b to $1.5b expected

• Pro forma lease liabilities of $3.8b as at 3 Jan 2021

• Weighted average lease expiry:

• Endeavour Group: 12.6 years

• Retail: 8.8 years

• Hotels: 14.4 years

• Targeting credit metrics consistent with an investment grade profile

Dividend approach

• Dividend policy to be determined by Endeavour Group Board at its discretion

• Initially, dividend payout ratio of 70% to 75% of NPAT expected

• Endeavour Group expected to pay dividend of 70% to 75% of NPAT for H2 F21, subject to fiduciary and statutory requirements

• Woolworths Group’s final dividend and Endeavour Group’s first dividend post demerger are, in aggregate, anticipated to be broadly equivalent to final dividend that would have been paid by Woolworths Group if the demerger had not gone ahead

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1 Excluding lease liabilities

ENDEAVOUR GROUP 39 DEMERGER

Summar y

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Market leading brands and positions

Advanced digital and product capabilities through EndeavourX and Pinnacle

Ecosystem partnerships that reinforce portfolio benefits

Growth momentum across all business units Commitment to purpose and responsible service Strong financial performance

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Appendix – Endeavour Group pro forma historical statements of profit or loss

ENDEAVOUR GROUP 40 DEMERGER

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ENDEAVOUR GROUP 41 DEMERGER

Appendix – Endeavour Group pro forma historical

segment information

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ENDEAVOUR GROUP 42 DEMERGER

Thank you

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ENDEAVOUR GROUP DEMERGER

43

Disclaimer

Financial information included in this document are consistent with disclosures made as part of the Endeavour Group Demerger Booklet. This document should be read in conjunction with the Demerger Booklet as detailed notes, including the basis for preparation, are included in the Demerger Booklet.

References to Endeavour Group Pro forma historical information are references to the pro forma historical information of Endeavour Group during the relevant periods or at the relevant time, being the corporate group that was created following the Restructure and ALH Merger which is proposed to be demerged to Woolworths Shareholders. References to Pro Forma historical financial information refers to Endeavour Group on a consolidated basis.

The independent accountant has prepared the Independent Accountant’s report in respect of the Endeavour Group Pro Forma Historical Financial Information, a copy of which is included in Annexure B of the Demerger Booklet. The comments made in relation to the scope and limitations in that report should be noted and read in conjunction with the risks associated with the Demerger and investment in Endeavour Group as set out in the Demerger Booklet.

This presentation contains summary information about Woolworths Group Limited (Woolworths Group) and its activities current as at the date of this presentation. It is sourced from and should be read in conjunction with Woolworths’ other periodic and continuous disclosure announcements filed with the Australian Securities Exchange, available at www.asx.com.au. Information about Woolworths Group's financial performance is current as at the last announcement provided to the Australian Securities Exchange.

This presentation has not been audited in accordance with Australian Auditing Standards.

This presentation contains certain non-IFRS measures that Woolworths Group believes are relevant and appropriate to understanding its business. Refer to the Half-Year Results and Dividend Announcement for further details.

This presentation is for information purposes only and is not a prospectus or product disclosure statement, financial product or investment advice or a recommendation to acquire Woolworths Group shares or other securities. It has been prepared without taking into account the objectives, financial situation or needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial situation and needs and seek legal and taxation advice appropriate to their jurisdiction. Past performance is no guarantee of future performance.

No representation or warranty, expressed or implied, is made as to the fairness, accuracy, completeness or correctness of the information, opinions and conclusions contained in this presentation. To the maximum extent permitted by law, none of Woolworths and its related bodies corporate, or their respective directors, employees or agents, nor any other person accepts liability for any loss arising from the use of this presentation or its contents or otherwise arising in connection with it, including, without limitation, any liability from fault or negligence.

This presentation may contain forward-looking statements including statements regarding our intent, belief or current expectations with respect to Woolworths Group’s business and operations, market conditions, results of operations and financial condition, specific provisions and risk management practices. When used in this presentation, the words ‘plan’, ‘will’, ‘anticipate’, ‘expect’, ‘may’, ‘should’ and similar expressions, as they relate to Woolworths Group and its management, are intended to identify forward-looking statements.

Forward looking statements involve known and unknown risks, uncertainties and assumptions and other important factors that could cause the actual results, performances or achievements of Woolworths Group to be materially different from future results, performances or achievements expressed or implied by such statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date thereof.

The distribution of this presentation (including an electronic copy) outside Australia may be restricted by law. Persons who come into possession of this presentation who are not in Australia should seek advice on and observe any such restrictions.

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