pre ipo presentation march 2016 pre ipo presentation march 2016 disclaimer the following...

Pre IPO PresentationMarch 2016

Pre IPO Presentation March 2016

Disclaimer

Introduction

About Us

Investment

Corporate Overview

Uses of Funds

Verde Culture

Verde Strategy

Animal Feed Business

Australian Kimberley JV

Kimberley Region

Kimberley JV

Crop Yields

Australian Cattle Production

Irrigation Potential

Capital Structure

Contact Details

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1 Pre IPO Presentation March 2016

Disclaimer

The following presentation which contains confidential information prepared on the basis of information supplied by Veandercross is being delivered to a limited number of parties solely for the purpose of communicating the company’s actual situation.

This document includes forward-looking statements; we have based these forward-looking statements largely on our current beliefs, expectations and projections about future events and financial trends affecting our business. Forward-looking statements may also be identified by words such as “believes”, “expects”, “anticipates”, “projects”, “intends”, “should”, “seeks”, “estimates”, “future” or similar expressions.

Many important factors, in addition to those discussed elsewhere herein, could cause our actual results to differ materially from those expressed or implied in our forward-looking statements, including, among other things: general political, economic, social, demographic and business conditions in Uruguay; our ability to implement our capital expenditure plan, including our ability to arrange financing when required and on reasonable terms; fluctuations in inflation and exchange rates, including a devaluation of the Uruguayan Peso.

Forward-looking statements speak only as of the date they were made, and we undertake no obligation to update publicly or to revise any forward-looking statements after we distribute this document because of new information, future events or other factors. In light of these limitations, you should not place undue reliance on forward-looking statements contained herein.


Introduction

Veandercross Ltd (“the Company”) is a private investment company focused on opportunities within the agricultural sector.

The Company was formed to capitalise on the continuing global pressure on agricultural land and food prices driven by global population growth, global trade, water shortages and the on-going industrialisation of the developing world.

Veandercross has a balanced team with extensive agricultural, corporate and transactional experience, a broad advisory network, as well as access to the international capital markets.

The Company has identified a number of agricultural investment opportunities where the expertise and experience of our team can be deployed to facilitate a transaction and assist in the growth of the underlying businesses.


About Us

Alfonso Guerrina-Valeta MBA Agronomist AdvisorAlfonso is a graduated agronomist of the Universidad de la Republica in Uruguay, and holds an MBA degree from the Adolfo Ibanez Business School of Chile. As part of his MBA program he acted as Student Consultant in the Global Consulting Practicum of the Wharton School of Business of the University of Pennsylvania. He managed his family-owned cattle farm in Eastern Uruguay for 5 years. He then moved on to SAMAN –main rice mill in Uruguay- where he was the Regional Manager of one of the company’s regions in the East of Uruguay for 4 years. In 2009 he moved to Santiago, Chile, where he studied his MBA. He returned to Uruguay to work in Union Agriculture Group (UAG) where he was responsible for the Business Development and Investor Relations Departments until 2012. Currently, Alfonso advices international investors interested in agribusiness in South America.

Christopher GordonChristopher has a Bachelor of Economics degree awarded by the University of London and over 8 years’ experience in the financial services sector in London, working in dealing and trading roles with a focus on raising capital for listed companies.

Jason RitchieMr Ritchie has an engineering degree and two decades of commercial and agricultureexperience in large-scale primary production. He is also a graduate of the Australian Institute of Company Directors course. Formerly owner and manager of Ritchie Blackwood Pty Ltd, Initially a wool operation with 18,000 merinos, the business developed in to one ofcropping as well as beef with 250 breeding Angus cows. Large productivity gains weremade by implemented a range of new strategies to deal with yield limitations throughnutrition and micro environment, soil retention and amelioration, as well as integratedweed and pest strategies. Also installed the first continuous flow grain drying and storagecomplex in Western Victoria. On the livestock side the operation was changed form setstocking to cell grazing which lifted the carrying capacity of the property by around 50%,combined with improved pastures, reduced input costs and a reduction in labour needed.An increase of wool yield by around 30% and 20% increase in beef yield was achieved.

Greg KuenzelMr Kuenzel holds a Bachelor of Business degree and is an associate of the Institute of Chartered Accountants in England and Wales. Greg has many years of experience in providing accounting and corporate advice in a diverse range of industry sectors, including mining and resource development in the UK, USA and Australia. Greg is currently Chief Executive Officer of AIM Listed Noricum Gold Limited and Non-Executive Director of FinnAust Mining PLC.


Investment

• 39% stake in Verde Culture

• Board representation on Verde Culture

Near Term

• Ability to increase % holding in the near term

• Negotiations underway on a number of prospective deals in Australia

• Discussions in place to vend Veandercross in to an AIM shell (subject to avoiding an RTO)

• Exclusive rights to bring Verde Culture to market via IPO, RTO


Corporate Overview

Verde Culture will initiate the following joint ventures and initiatives during Phase 1:

The Company (Australian domicile) will hold a 50% interest in a JV with an indigenous community on family-owned land in the Kimberley region of Western Australia

• Initially, the JV will be on freehold title land covering at least 20,000 hectares of tropical and semi-tropical arable land for growing cattle forage on a Broadacre basis

• A total of 30,000 ha has been set aside by indigenous owners

Pre IPO Presentation August 20156

Uses of Funds

• Legal costs incurred in negotiating new JV deals with indigenous land owners

• Costs associated with field trials in the Kimberleys

• External consultants advising on crop selection, irrigation, fertiliser etc

• Working capital


Verde Culture

• Broadacre tropical forage plantings and harvesting

• Aim to harvest up to four crops per annum

• Process parts of harvests into animal feed as finished bales or feed pellets to meet supply contracts into beef and dairy markets

• Grow cattle herd to supply growing demand in Asian region for cattle

Business Drivers

• Strong demand for cattle is being driven by Asian markets such as China, South Korea, Indonesia, Malaysia and other countries for beef and milk

• Many countries need to double size of their herds for food security

• The availability of year-round quality feed is essential to herd size targets


Verde Strategy

• Enter in joint ventures (JV) with land owners to access substantial acreage to grow and process tropical forge to produce animal feed pellets, grow cattle hers, and pellets for biomass energy production

• JV partners contribute land, water, available infrastructure, labour and security

• Verde Culture contributes IP, training, operating procedures, finance, corporate and commercial management, product marketing and sales

• Incorporated JV runs each partnership operation as stand-alone business

• Grow number of JVs in Australia and regionally

• Structure and promote Verde Culture and its JV operations as sustainable, socially responsible


Animal Feed Business

• Key driver for demand for Animal Feed products is the rapid growth in livestock production as a result of the increasing demand globally for animal products.

• Verde Culture is positioned to take advantage of this and other favourable conditions in the “feed market” by capital-efficient joint ventures with traditional land owners in tropical and sub-tropical regions in Australia.

• Recent Australia trade deal with China will see increased domestic demand for forage in Northern Australia as part of live cattle exports


Australian Kimberley JV

PERTH

SYDNEY

BRISBANE

MELBOURNE

BROOMEDERBY

DAMPIERPENINSULA

WESTERNAUSTRALIA


Kimberley Region

Highway

Main Road

Town

Homestead

River

Lake Argyle

Shire Boundary

Pastoral Lease

Crown Reserve

DEC Reserve

DEC Lease

Aboriginal Lease

Aboriginal Reserve

Unallocated Crown Land

Special Crown Land

LEOPOLDDOWNS

NOTE: Pastoral boundaries areAPPROXIMATE only and mayfall outside accepted map accuracylimits

Map produced by:DAFWADerby WA 6728

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A

A

B

B

C

C

D

D

E

E

F

F

G

G

H

H

I

I

J

J

0 50 100 150

Kilometres

MORNINGTON H4MOWANJUM E5MOWLA BLUFF E6MT ANDERSON E5MT JOWLAENGA D5MT AMHURST H5MT BARNETT G4MT ELIZABETH G3MT HART F4MT HOUSE G4MT PIERRE G6NAPIER DOWNS F4NERRIMA F6NICHOLSON J5NITA DOWNS C6NOONKANBAH F5OSMOND VALLEY J4PANTIJAN F3PENTECOST DOWNS H3Prince RegentNature Reserve G3Purnululu National Park J4QUANBUN DOWNS F5ROEBUCK PLAINS D5ROSEWOOD J4RUBY PLAINS I6SHAMROCK C6SOPHIE DOWNS I5SPRING CREEK J4SPRINGVALE I5STURT CREEK J6TABLELAND H4TEXAS DOWNS J4THANGOO D5THEDA H2VIOLET VALLEY I4WALLAL DOWNS B7WATERBANK D5WOOD RIVER H4YAKKA MUNGA D5YEEDA D5

Station LocationALICE DOWNS I5ANNA PLAINS C7ARGYLE DOWNS J4BALGO HILLS J7BEAGLE BAY ABORIGINALRESERVE D4BEDFORD DOWNS I5BEEFWOOD PARK G6BILLILUNA I7BLINA F5BOHEMIA DOWNS H6BOW RIVER I4BROOKING SPRINGS F5BULARA I5BULKA H6BURKS PARK I5CARLTON HILL J2CARRANYA I6CARSON RIVER H1CHARNLEY F4CHARNLEY RIVER G4CHERRABUN G6CHRISTMAS CREEK G6COUNTRY DOWNS D5DAMPIER DOWNS E5DEBESA E5DOON DOON I3DOONGAN H2Drysdale National Park H2DRYSDALE RIVER G3DURACK RIVER I3EL QUESTRO I3ELLENBRAE H3ELVIRE I5EMMANUEL H5FAIRFIELD F5FLORA VALLEY J5FOSSIL DOWNS G5FRAZIER DOWNS C6GIBB RIVER H3GLEN HILL J4GLENROY G4GOGO G6GORDON DOWNS J6HOME VALLEY I3IVANHOE J2JUBILEE DOWNS G5KACHANA I3KALYEEDA F6KILTO D5KIMBERLEY DOWNS F5KOONGIE PARK I5LAKE GREGORY I7LAMBOO I6LANSDOWNE H5LARRAWA H6LISSADELL J4LIVERINGA F5LOMBADINA MISSION D4LOUISA DOWNS H6LULUIGUI E5MABEL DOWNS I5MADIGAN H7MANDORA B7MARGARET RIVER H6MARION DOWNS H4MEDA E4MILLIEWINDIE G5MILLIJIDEE F6Mitchell PlateauNational Park G2MOOLA BULLA I5


Kimberley JV

• Land easily clearable

• 40 inches of rainfall, potential for irrigation from bores

• Forage to be grown for cattle feed

• Access to lagoon providing potential for barge access

• Crops harvested 60 days after planting, potentially up to 4 crops a year

• 30,000 ha of land to be allocated

• Cattle to be introduced and sold for live export


Crop Yields

As “bulk commodities” for livestock feed, Verde Culture’s pelletised tropical grasses areexpected to command prices of circa US$300/MT (Kenaf).With dry tonne production of 35MT per hectare per annum for the latter, this translate into the following average estimate: Kenaf US$10,500 /ha/year On a gross operating margin ex-farm of 30%, the following can be targeted: Kenaf US$3,150 /ha/year


PERTH

Beef cattle per sq km (source ABS)

30 or more10 to 302 to 10Less than 2

MELBOURNE

CANBERRA

SYDNEY

HOBART

ADELAIDE

DARWIN

BRISBANE

Australian Cattle Production


Irrigation Potential

Dept. of Agriculture and Food Growing The North document looked at potential for irrigated agriculture in Gascoyne, Pilbara and Kimberley. Two hundred agriproducts analysed for suitability in terms of production and market demand.

• Water for Food - four year $40 million state government program, is providing a boost to regional Western Australian through the development and diversification of the agriculture and food sectors.

• The primary objective is to identify water and land resources, as well as irrigation technologies, that can enable Western Australia’s fresh food and animal protein production to increase its contribution to regional economies by at least 50 per cent by 2025 and twofold by 2050.

BestCassava

Sesame seedsSorghumAlmondsTobaccoCotton

BetterCane sugarPistachioLentils

Lucerne haySoya beansCastor oil

GoodMint oil

Fresh grapesOlive oilWalnuts

Dried beansCompressed hay

Sunflower seed oil

Government support

https://www.agric.wa.gov.au/sites/gateway/files/DAFWA%20Growing%20the%20north%20market%20opportunities_0.pdf


Capital Structure

Shares outstanding 300,000,000

Cash at bank £100,000

Pre money valuation £1.50 million

• Targeting vend into AIM shell in Q1 2016

Hugo de SalisSt Brides Partners LimitedT +44 (0)207 236 1177E [email protected]

2016 Veandercross Limitedveandercross.com

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