Logo Wellard

Wellard is an important link in meeting rising global demand for protein through the supply of quality livestock to consumers throughout the world. The purpose-built, technologically advanced livestock vessels that we charter to exporters and importers throughout the world, combined with a specialist livestock crew, ensure optimal welfare outcomes for the livestock on-board and a quality product our customers.

Half Year Results for the Period Ended 31 December 2016

February 28, 2017

ASX Announcement

Summary

  • Record high cattle prices in H1FY17 impacted margins and therefore financial results
  • Streamlining operations and pursuing opportunities to improve working capital in preparation for a market recovery
  • Establishing platform to capitalise on China live export trade
  • Market leadership position in most important live cattle export markets

Wellard Ltd (ASX:WLD) has today reported its financial results for the six months ended 31 December 2016, an underlying EBITDA* loss of $1.3 million (pcp: $26.9 million profit) and a statutory net loss of $17.9 million (pcp: $23.9 million loss).

Although revenue increased 2% to $281.9 million (pcp: $275.5 million) due to commissioning of a new vessel, record high cattle prices in Australia impacted on cost of sales which increased 18% to $265.6 million (pcp: $225.9 million) resulting in a 67% decrease in gross profit to $16.3 million (pcp: $49.6 million).

Net assets at the end of the period were $172.7 million (30 June 2016: $188.7 million). Net debt increased $17.2 million to $188.8 million (30 June 2016: $171.6 million) due to an increase in working capital debt plus reduced cash and cash equivalents, but was partially offset by a reduction in ship and other asset debt. The drawn balance of ship and other asset debt facilities decreased $7.0 million to
$179.0 million (30 June 2016: $186.0 million). Cash and cash equivalents as at 31 December 2016 were $15.0 million (pcp: $30.9 million). Undrawn working capital debt facilities secured against inventories and accounts receivables as at 31 December 2016 were $44.1 million (pcp: $51.3 million).

As with its FY2016 results, breach of covenants on 31 December 2016 required Wellard to categorise all debt as current. Loans and borrowings of $150.6 million in the normal course are due to mature beyond 12 months until 2026, despite their classification as current liabilities (30 June 2016: $168.9 million).

The Company has remedied all bank undertakings and has either received or expects to receive waivers for all covenant breaches that occurred on 31 December 2016.

“As previously indicated, Wellard continues to be impacted by the scarcity of cattle available for sale in Australia which has resulted in record high cattle prices and historically low trading margins as the increase in cattle purchase prices was unable to be fully passed on to customers. Wellard paid 76%

more per kg for its cattle in the first half of FY2017 than it paid in the first half of FY2015.” said Wellard
CEO Mauro Balzarini.

“Wellard is actively seeking to strengthen its working capital position through negotiating improved trading terms with suppliers as well as assessing options including the possible sale of asset values and/or raising additional debt and/or equity,” Mr Balzarini said.

Outlook

Trading conditions currently remain difficult and working capital requires strict management. Cattle supply numbers from Northern Australia are expected to remain low and therefore cattle purchase prices to remain high during the third quarter of this financial year. This is in line with normal seasonal trends. However, as more cattle become available during the dry season, an increase in cattle is expected to be matched by an increase in customer demand resulting in a return to profitable trading for the group in the fourth quarter of this financial year. Given the herd rebuilding underway in Northern Australia matched with an expected growth in demand from China, we expect to return to full year profitability in the 2018 financial year.

The new market for slaughter cattle in China is yet to generate material volumes, however we expect to undertake our first shipment to Chinese customers before the end of this financial year. As the China market grows we expect to see an increase in demand for our specialised vessels, resulting in increases in margins.

Cattle purchase prices in South America are below current Australian prices and this provides a diversity of supply to the traditional Australian sources. Although, normal export markets including to the middle east have been volatile, we expect trading conditions to improve as stability returns to the region. We are currently restructuring our South American operations to better reflect the market volatility and opportunities.

“Trading conditions remain tough in the current quarter but market signs lead us to expect conditions to improve in the final quarter of this financial year as cattle supplies return to more normal conditions. In the meantime, we are focussing on improving our market presence, as others reduce their exposure to the sector, pulling costs out of our business and improve our working capital position. We expect to return to full year profit in FY2018.” Mr Balzarini said.

**Prior corresponding period – pcp
*Underlying EBITDA excludes non-recurring costs. For further information, refer to the “Other Financial Matters” section in the Directors Report.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
Cameron Morse, FTI Consulting
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Banking Covenant Waiver Update

January 3, 2017

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) provides the following update on its banking covenants.

In Wellard’s previous announcements, Wellard noted that it had breached certain financial undertakings on 30 June 2016 related to its working capital facility and would likely breach certain financial covenants to be measured at 30 September and 31 December 2016 in its working capital and other secured loan facilities.

The covenant breaches in the working capital facility pertaining at 30 June and 30 September 2016 were waived.

Wellard now advises that the anticipated December 31 banking covenant breaches have occurred and Wellard is working productively with its finance providers to address the issue by way of waiver or amendment of the relevant financial covenants.

Mr Balzarini said that while the foreshadowed subdued trading conditions in the first half of FY2017 will result in a loss, improving trading conditions are expected to produce a profit in the second half.

The Company will update the market in due course.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard operations update – China and Sri Lanka

December 17, 2016

ASX Announcement

China

Wellard has received its first Exporter Supply Chain Assurance System (ESCAS) approval in China from the Australian Department of Agriculture and Water Resources (DAWR).

The ESCAS approval is a necessary step to start exporting slaughter cattle to China and was received for a supply chain in northern China. It is the first of several China ESCAS applications submitted by Wellard for assessment by DAWR.

“The DAWR ESCAS approval of the Chinese supply chain is an important step for Wellard to commence export of slaughter cattle from Australia to China,” said Wellard CEO Mauro Balzarini.

“Following an independent audit, the ESCAS approval demonstrates that our Chinese customer will meet the animal welfare, traceability and audit standards required to receive Australian livestock.

“China remains a promising market development for Wellard. We are in active commercial negotiations with a number of parties so that Australian beef farmers can capitalise on the opportunity created by the large Chinese consumer market and the live cattle access arrangements negotiated by the Chinese and Australian Governments.”

Wellard expects that it will commence exporting beef cattle to China in the first six months of 2017.

Sri Lanka

Wellard has begun sourcing an initial 5000 Australian and New Zealand dairy heifers after a contract to supply 20,000 dairy cattle and technical management services was renewed by the Sri Lankan Government.

Following the completion of an incoming Government review of a program previously agreed between Wellard and Sri Lankan Sri Lankan Department of Economic Development, the Sri Lankan Ministry of Rural Economic Affairs has provided approval to Wellard to ship the first heifers next year.

The contract extends Wellard’s penetration in the dairy market in Sri Lanka, and follows two previous projects totalling 4,500 heifers which were landed in Sri Lanka between 2012 and 2015 and the results have exceeded expectations.
The new heifers will be placed with local farmers to help build their incomes and to improve the domestic supply of fresh milk to Sri Lankan citizens, reducing the country’s reliance on expensive, imported milk powder. The supply contract builds Sri Lanka’s national dairy herd and technical capabilities, and includes the provision by Wellard of nutritional, herd management, animal welfare, veterinary and milk quality technical advice to farmers in Sri Lanka.

The program with is being principally financed by the Australian Government’s Export Finance and
Insurance Corporation (EFIC) with Rabobank.

“Wellard is proud to be part of this program with the Sri Lankan and Australian Governments. It will have a positive impact on many Sri Lankans and will particularly benefit rural communities with modern, intensive management practices, to help Sri Lanka reduce its reliance on imported powdered milk in favour of fresh milk self-sufficiency,” Mr Balzarini said.

It is anticipated that 3000 of the 5000 high performance genetics heifer will be supplied by Australian dairy farmers, with New Zealand supplying the balance. The bulk will be sourced from South Australia, Victoria and New South Wales.

A timeline for the consignment of the remaining heifers will be agreed after successful delivery of the current shipment.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Remedy of Working Capital Facility Covenant Breach

December 1, 2016

ASX Announcement

Wellard Ltd (Wellard, ASX:WLD) wishes to provide the following update on its banking covenants.

Wellard announced in its 2016 Annual Report that it had breached undertakings in its working capital facility for which it obtained waivers and extensions to remedy the breaches prior to 30 November 2016 and 28 February 2017.

Wellard is pleased to announce that it has successfully remedied the 30 November 2016 breach by including a number of its overseas subsidiaries as obligors under the working capital facility.

Wellard continues to work productively with its bank towards remedying the remaining breach prior to 28 February 2017. Wellard is confident that this will be finalised prior to 28 February 2017.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

AGM Chairman’s Address

November 29, 2016

ASX Announcement

Ladies and Gentlemen, welcome to the first Annual General Meeting for Wellard Limited as a company listed on the Australian Securities Exchange.

Today my first address as Company chairman will provide an overview of Wellard’s first year as a listed Company as well providing some information on the current and likely future trading environment.

Our CEO Mauro Balzarini then will provide more detailed comments on Wellard’s operations in his CEO address, as well as the outlook and strategic plans for the 2017 financial year.

Wellard listed on the ASX on December 10, 2015. It is clearly evident to all shareholders, that the company has endured a challenging start to listed life.

Soon after listing we experienced a breakdown of one of our vessels, the M/V Ocean Outback, which was followed in turn by a similar issue with its sister vessel, the M/V Ocean Swagman. Both vessels were out of action for approximately nine weeks as their crankshafts were replaced. While we chartered other vessels to make up for that shipping capacity and meet our customers’ needs, our business model provides the maximum returns when we own and operate vessels.

In the second half of the financial year Wellard was acutely impacted by the wettest ‘dry season’ in years.

The producers who were previously selling cattle to Wellard had received unseasonal rain and pasture growth and many were looking to restock, so that they were now competing against us for the limited cattle supplies that were on offer from other vendors. This lead to the highest cattle prices since the Eastern Young Cattle Indicator was established in 1996. And our cattle buyers were reporting that they were struggling to source cattle no matter what price they offered.

When it became apparent to Wellard that these factors would cause Wellard to miss its prospectus forecast the Company advised the market, and advised it again when our forecast was lowered again when the supply and price situation worsened.

Repeated profit downgrades damage a Company’s credibility and everyone is aware of the share price impact those downgrades have caused.

Wellard must now work hard to earn the trust and confidence of investors through operational excellence, solid and improving financial results and, at the right time, growth.

Despite the issues that confronted us, particularly the high cattle prices and customer resistance to those high prices, Wellard still recorded a pro forma net profit after tax of
$14.8 million.

This was achieved because we reacted quickly and responsibly to the issues Wellard was facing.

Our diversified sourcing strategy was accelerated: Two vessels were relocated to begin operating out of South America and we developed or redeveloped markets in Turkey, Egypt and Israel. There were some initial teething problems as we quickly ramped up our operations, but they have been largely overcome. I note, however, that Australia will remain our primary supply market for the foreseeable future.

Our capital expenditure program was altered to suit the situation Wellard found itself in. Wellard slowed construction of Pre-Export Quarantine facilities in Darwin and Portland; the Wellao Joint Venture development in China was wound back – this decision was also influenced by expected supply conditions in Australia – and construction of the M/V Ocean Kelpie was rescheduled, with completion pushed out to the second quarter of FY2019.

Importantly, these changes were made so that Wellard’s ability to implement these growth initiatives were preserved so they can be reinvigorated when market conditions support them.

Our operating expenditure is an area of focus with our new CEO John Stevenson in charge of implementing a rigorous ‘costs out’ program.

The tough trading environment has placed pressure on our current earnings and working capital.

In the Annual Report, Wellard referred to certain breaches of undertakings with the working capital facility and the likely breach of certain financial covenants measured at 30
September 2016. We are advanced in dealing with our bank to amend or waive these
breaches however the continuation of subdued trading conditions will mean that Wellard is likely to breach certain financial covenants at the half year to 31 December 2016. We are in constructive dialogue with our banks and believe that we will be able work through any issues arising from the half year result.

The disappointing financial result has overshadowed some highlights for the year.

For example, Wellard remained Australia’s largest cattle exporter. We exported 425,000 cattle globally in FY2016; and exported and processed more than 384,000 sheep and goats.

During the year Wellard launched the M/V Ocean Shearer, which just pipped the M/V Ocean
Drover to become the world’s largest specialist livestock carrier in the world.

It is a truly amazing vessel, and the technology it employs, mostly to optimise animal welfare and operating efficiency, is second to none.

It was completed at the Cosco Shipyard in Dalian, China, and can transport 20,000 cattle or
75,000 sheep or combination of both on its nine decks. It is almost 200 metres long and can produce 800 tonnes of water each and every day to hydrate the livestock on board.

It is also now AMSA-approved to carry Australian livestock.

The larger ships, the M/V Ocean Drover and M/V Ocean Shearer, are our most profitable vessels, so Wellard looks forward to their contribution to Wellard’s FY17 results.

I am pleased to say that Wellard, its Board and executive are absolutely committed to optimising animal welfare throughout our supply chain, and we have invested in personnel and technology to achieve these results.

This was demonstrated recently when Wellard again passed the very stringent animal welfare audits conducted in Vietnam. In some cases, we make our technology available to other exporters, so the whole industry standard is lifted.

However, we believe that we need to improve on our safety record with employees, in particular the injury rate the Company has posted in the past year. Dealing with livestock, particularly large animals who aren’t used to humans, comes with a certain degree of risk. However, we aim to significantly improve our results in this area and the board is overseeing an overhaul of Wellard’s OH&S policies and procedures to bring our injury rates down.

The trading conditions for Wellard continue to be challenging, and we expect this will be reflected in the half year result.

However, as Mauro will discuss in his presentation, there are some positive signs emerging that, if continued, will assist Wellard in the second half of the financial year.

Australian cattle prices have started to fall a little, and that has made purchasing somewhat easier and importers have been able to pay a little extra for cattle.

If sustained, the recent small decline in the Australian dollar relative to the US dollar will also aid the restoration of margins, particularly when the wet season finishes around March
2017.

With the passage of time cattle sale numbers, and steers in particular, can be expected to return to a more traditional supply model and therefore return to a more normalised and profitable market.

We are expecting that our China live export trade will commence in the second half of the current financial year. As we ramp this new market up it has the potential to absorb a significant amount of shipping capacity on longer voyages thus reducing supply and improving trading conditions.

This increase in the Australian trade relative to the South America trade will also improve our working capital position.

Overall, we expect that the first half of FY2017 results will reflect the current tough trading conditions experienced in the later part of FY2016 before seeing some improvement in the second half of the financial year with more normal trading conditions becoming evident in FY2018.

In concluding, I would like to commend the Wellard board, management and staff. They have been extremely proactive and tireless in addressing the challenges that the Company has faced. They have devoted enormous hours to steer the company through difficult times and now stand ready to lead the company into better times ahead.

I would also like to welcome John Klepec to the board. John comes to the Board as an independent director with strong commercial skills and ASX experience. John’s CV is set out in the Notice of Meeting. John’s appointment ensures a majority of independent directors on the board, in line with ASX Corporate Governance guidelines. And as Wellard’s financial position improves we anticipate that there will be an appointment of another independent director.

Finally, can I say that as a shareholder coming in on the float, I absolutely understand and share your disappointment on the share price performance since the IPO. It has been tough and costly experience but I firmly believe we will see an improvement in performance over time

Thank-you.

DAVID GRIFFITHS

CHAIRMAN WELLARD LIMITED

Wellard Appoints John Klepec as Director

November 17, 2016

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) is pleased to announce the appointment of experienced businessman and finance professional Mr John Klepec as an independent non-executive Director of Wellard.

Mr Klepec possesses considerable expertise in commercial management, business development and finance across a wide range of industry groups including agriculture, logistics and commodities.

Mr Klepec has considerable public company experience, including, most recently, as a non-executive director and alternate director of Ten Network Holdings Limited for three years.

Mr Klepec was also recently the Chief Development Officer for Hancock Prospecting from 2010 to 2016, and prior to that held senior management positions with major Australian publicly listed companies BHP Billiton Limited, Mayne Group Limited and with the BGC Group.

During his time at Hancock Prospecting he was responsible for developing Hancock’s substantial agricultural portfolio, including acquisition of 50% of Bannister Downs Dairy, three major Kimberley Beef Pastoral Stations (Fossil Downs, Liveringa and Nerrima) and two premier Wagyu herds. He also led the sale of a 30% equity interest in Roy Hill to Japanese, Korean and Taiwanese interests for $3.5billion; the rationalisation of Hancock’s coal interests; and was integral to securing the $7billion of project finance for Roy Hill.

Following Mr Klepec’s appointment, the Board of Wellard now comprises a majority of independent directors. Mr Klepec has been appointed chair of the Audit, Risk and Compliance Committee.

“John’s skillset complements the board’s existing experience and he will be a valuable addition to the board,” said Wellard Chairman David Griffiths.

“His business development and commercial management expertise is evident from the success of Hancock Prospecting’s Roy Hill development and emerging agricultural portfolio. John’s public company experience and financial acumen will also be of significant importance to Wellard.”

Mr Klepec said he was looking forward to joining the Wellard board.

“My business career has been built around working with and for companies that have identified significant opportunities and helping them to capture those opportunities. Wellard fits that criteria perfectly, and although it faces some immediate challenges, its medium to long term prospects are appealing,” he said.

Additional Resolution at AGM

Wellard’s constitution and ASX Listing Rule 14.4 requires that as a casual appointment by the Board, Mr John Kelpec be re-elected by Shareholders at the upcoming Annual General Meeting to be held at Botanicals 2, Lower Level, Crown Convention Centre, Great Eastern Highway, Burswood, WA on Tuesday, 29 November 2016 at 10:00 am (WST) (AGM).

As the appointment of Mr Klepec occurred after the despatch of the Notice of AGM, his re-election was not included in the document. Section 250R(1)(b) of the Corporations Act 2001 (Cth) provides that the business of an AGM may include the election of a director even if not referred to in the Notice of Meeting.

Accordingly, Wellard wishes to advise Shareholders that an additional Resolution 10 will be considered at the AGM for Mr Klepec’s election as a Director. An updated proxy form is attached to this announcement and a personalised proxy form may be obtained by contacting Wellard’s Share Registry. Shareholders who have registered for email communication will receive a personalised proxy form via email.

The additional resolution is as follows:

RESOLUTION 10 – APPOINTMENT OF MR JOHN KLEPEC AS DIRECTOR

To consider and, if thought fit, to pass with or without amendment, as an ordinary resolution the following:

“That, pursuant to and in accordance with rule 11.3(a) of the Constitution and for all other purposes, Shareholders approve and confirm the appointment of Mr John Klepec as a Director of Wellard.”

The Board provides the following information to Shareholders in respect of the Resolution.

Rule 11.3(a) of the Constitution provides that if a person was appointed as a Director by the Board, Wellard must confirm that appointment at the next annual general meeting. Rule 11.3(a) does not apply to the Managing Director.

Mr John Klepec was appointed as a Director by the Board on 15 November 2016. Resolution 10 provides that the Shareholders approve and confirm his appointment as Director.

Resolution 10 is an ordinary resolution.

The Chairman intends to exercise all available proxies in favour of Resolution 10.

The Board (excluding Mr John Klepec) supports the appointment of Mr John Klepec to the Board and recommends that shareholders vote in favour of Resolution 10.

VOTING

Shareholders may vote on Resolution 10 by attending the AGM in person, or by submitting a proxy form. Shareholders who wish to submit a proxy vote in relation to Resolution 10 may do so by submitting the attached new proxy form which includes Resolution 10. Shareholders who have registered for email communication will receive a personalised proxy form via email. Shareholders who have not registered for email communication may obtain a new personalised proxy form by contacting Wellard’s Share Registry.

If you have already submitted an old Proxy Form in relation to Resolutions 1 – 9, this proxy remains valid but does not include the additional resolution. If you wish to vote on Resolution 10, please submit a new valid Proxy Form.

Shareholders can contact the Company’s Share Registry with enquiries on +61 1300 544 474 and those registered to vote online may do so at: www.linkmarketservices.com.au

Proxy Forms must be received by the Wellard’s share registry no later than 10.00 am (WST) on 27 November 2016, being at least 48 hours before the AGM. To ensure your Proxy Form is received on time, you may wish to lodge your Proxy Form online, by fax or by hand. The Proxy Form provides further instructions on appointing proxies and lodging Proxy Forms.

Please click here to view the full ASX Announcement with Proxy Form appended.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Statement to Shareholders

November 10, 2016

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) notes recent statements released to the media by Wellard’s 14.4% shareholder, Butt Nominees Pty Ltd (Butt), relating to Wellard’s upcoming Annual General Meeting and the resolutions to be considered at the meeting (Release).

Wellard wishes to make the following clarifying announcement and respond to certain statements and implications within the Release. The Butt Release dated 10 November 2016 is attached.

  • Trading Conditions
  • Trading conditions caused by record high cattle prices and restricted cattle supply in Australia as well as two vessel breakdowns combined to materially impact Wellard’s FY2016 financial results with flow-on impacts into the first half of FY2017.
  • To mitigate, Wellard rapidly adapted its operations to increase trade from South America. This increased diversification will have significant long term benefits for Wellard.
  • This diversification has enabled Wellard to weather the challenging, unforeseen operational issues. This reflects the company’s ability to adapt and act decisively to changing circumstances. It is incorrect to characterise the recent market in Australia as experiencing normal volatility. The Eastern Young Cattle Indicator has been trading at more than 700c/kg, its highest point since the indicator started in 1996.
  • Notwithstanding its disappointing result Wellard has recorded superior financial and operational results to most of its competitors.
  • Wellard is working to reshape its working capital and credit arrangements, in particular to develop a working capital facility that better suits the rapid changes required to support the company’s increasing business in South America.
  • The Board and all of Wellard’s dedicated and professional staff continue to work hard in the challenging circumstances that have confronted it and its peers in the industry in recent times.
  • Wellard’s Board
  • The Board has established sound governance protocols, including those in place to carefully manage conflicts, primarily through the establishment of a Conflicts of Interest Committee which comprises only independent non-executive directors. Shareholders should note that past conflicts principally arose by virtue of the separation agreement between Wellard and WHG Holdings Pty Ltd (WGH) at IPO. As announced on 21 September 2016, WGH has now paid Wellard all amounts under the separation agreement. This greatly reduces the capacity for future conflicts between the two companies.
  • The Board believes that Wellard should have a clear majority of independent directors and is actively working to ensure this is the case, with a new independent director expected to join the board in the short term.
  • Non-executive director Greg Wheeler, who has nominated for re-election, has played a key role in managing the restructure of the Wellard business and IPO. He has extensive experience in livestock trading and a deep understanding of Wellard’s operations, clients and financial position. The Board believes he brings significant value to the current Wellard Board.

Butt Nominees’ director nomination – Tyron Dennison

  • Mr Tariq Butt (the controlling shareholder of Butt) has interests in livestock trading operations that directly compete with Wellard and uses suppliers that also compete with Wellard.
  • Butt seeks to appoint its nominee Mr Tyron Dennison to the Board of Wellard, which will allow Mr Dennison access to information that is commercially sensitive to Wellard.
  • In the Board’s opinion, it may present difficulties to have a director of a direct competitor on the Wellard Board.
  • The qualifications of Mr Dennison are set out in Wellard’s Notice of Annual General Meeting. Mr Dennison has no prior experience working for or as a Director of an ASX-listed company. Shareholders will note Mr Dennison’s biography indicates his experience is in construction of abattoirs, not in Wellard’s principal areas of business activity – livestock trading and shipping.
  • The Board stands by its decision to make no recommendation on the resolution to appoint Mr Dennison and to vote undirected proxies against Mr Dennison’s appointment.
  • Butt first purchased shares on 12 July 2016, at which point Wellard’s post-IPO financial position and share price was known to the market, and continued to buy Wellard shares until 30 September 2016.

Executive Remuneration and Option Plan

  • The Board believes that the proposed executive option plan is important to attract and retain talented people. It is a standard tool to enable listed companies to encourage those who perform well, achieve relevant KPI’s and drive company performance. Cost management and right sizing are being actively managed by Wellard and long-term performance incentives encourage rather than detract from this objective.
  • The proposed Executive Share Options for Wellard CEO Mr. Mauro Balzarini are currently valued at $2,000 and will only vest if the Company’s share price reaches the IPO list price of $1.39 within 4 years. Full details are set out in the company’s Notice of Annual General Meeting provided to shareholders.
  • Remuneration was determined ahead of Wellard’s Initial Public Offering and has not been increased since.
  • Shareholders have been provided with a Notice of Annual General Meeting, including a thorough Explanatory Memorandum, which the Board commends to shareholders’ attention.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Reschedule of Delivery of M/V Ocean Kelpie

November 8, 2016

ASX Announcement

Wellard Limited (ASX: WLD) announced that its wholly-owned subsidiary, Wellard Ships Pte Ltd has reached an agreement to further defer the delivery date for the M/V Ocean Kelpie, currently being built by Uljanik d.d. (“Uljanik”) shipyards in Croatia.

The delivery is now expected to take place within Q3 FY19. This will accommodate Uljanik’s production programme and allow Wellard to continue to adjust its fleet capacity to ongoing changes in the cattle supply market in Australia.

The substantive terms of the shipbuilding contract remain the same. There is no penalty payment and liquidated damages remain in place in case of late delivery based on the new delivery date. All stage payments will be postponed by the same time, enabling Wellard to utilise its cash in other areas of the business.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

New Chief Operating Officer and Large Shipping Program

November 4, 2016

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) is pleased announce two senior management changes as the Company continues to enhance its livestock procurement and prepares for the opportunity that China is presenting to the Company and Australian livestock producers.

Brendan Wade appointed Livestock Network Development Manager

In the past month Wellard’s Brendan Wade has been working out of the Eastern States to develop new strategies and networks to expand the Company’s livestock procurement capabilities.

“Given the importance of cattle supply in the current trading environment to South East Asia, and to develop our business into China, Brendan and the Company have agreed to make this a permanent move and Brendan will become Livestock Network Development Manager for Wellard,” Wellard CEO Mauro Balzarini said.

The role will extend from the Kimberley in Western Australia, across the top end into Queensland and down into Victoria.

Brad Gosling appointed Chief Operating Officer

Wellard Strategy and Planning General Manager Brad Gosling, who has taken on many of the Chief Operating Officer (COO) responsibilities previously performed by Brendan, has been promoted to the COO on a permanent basis.

Brad has undertaken a number of operations and strategy roles at Wellard for the past three years and so possesses considerable and relevant experience to fulfil the COO role.

“Brad holds significant shipping experience, farming background and has been performing this role with enthusiasm and diligence, which indicates he will be an excellent COO for Wellard,” Mr Balzarini said.

“As the Company’s previous Strategy and Planning Manager, he possesses an excellent understanding of the Wellard business.

“I congratulate Brad and Brendan on their two new positions. These roles will play an important part in the continued development of the Wellard business.”

South American strategy delivering results

Wellard is planning to load approximately 52,000 cattle between today and mid-November 2016. Approximately 55% of those cattle will be loaded in Uruguay and Brazil on the M/V Ocean Shearer and M/V Ocean Swagman, while the remaining cattle will be loaded in Fremantle and Darwin on the M/V Ocean Drover and M/V Ocean Outback.

“This demonstrates the capabilities of the Wellard team and highlights the flexibility of the Company’s asset base and the benefits of our diversification strategy. Due to the loading schedules, during this period Wellard’s South American operations will be bigger than our Australian shipping activities,” Mr Balzarini said.

“The live export market remains challenging but these numbers prove demand remains strong and Wellard can capitalise on this trend.”

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard Announces New Chief Financial Officer

October 28, 2016

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) advises that it has appointed Mr John Stevenson as the Company’s Chief Financial Officer (CFO).
Mr Stevenson replaces Interim CFO Alan Rule.

Mr Stevenson possesses considerable experience in the agribusiness sector, notably as CFO and Director for Australia’s largest privately owned pastoral company, Consolidated Pastoral Company. He has also worked for Heytesbury Beef Pty Ltd.

His experience working in Asia, particularly Indonesia, Singapore and China, will be of considerable value to Wellard given the Company’s extensive operations in those markets, and he has worked for both listed and private companies.

“John brings to Wellard a unique depth and breadth of hands-on experience covering organisational efficiency and strategy; Asian operations and markets; ERP systems development; equity and debt funding and mergers and acquisitions,” said Wellard CEO Mauro Balzarini.

“I would like to thank Alan Rule for his hard work and commitment during the interim period while we conducted an executive search for a permanent CFO.”

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Appointment of Company Secretary

October 17, 2016

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) advises that it has appointed Mr Michael Silbert as Company Secretary effective 18 October 2016, replacing Yasmin Broughton.

Mr Silbert has extensive experience in equity capital markets, mergers & acquisitions, banking and finance, and contracting. He has most recently been General Counsel and Company Secretary for a significant Western Australian engineering and mining services business, an iron ore miner, and a listed wine business.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

M/V Ocean Shearer Gains Australian Approval

October 10, 2016

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) is pleased to announced that the latest addition to its fleet, the purpose-designed and built M/V Ocean Shearer, has successfully passed inspection by the Australian Maritime Safety Authority (AMSA) and has been granted its Interim Australian Certificate* for the Carriage of Livestock (ACCL).

The receipt of this interim certificate instantaneously approves the vessel to transport Australian livestock.

The M/V Ocean Shearer is the world’s largest purpose-built livestock carrier, a record previously held by its sister ship, Wellard’s M/V Ocean Drover. It was officially handed to Wellard on 28 April 2016 and has been operating out of South America, as part of Wellard’s sourcing diversification strategy.

Wellard CEO Mauro Balzarini said the M/V Ocean Shearer had exceeded all of its performance benchmarks in its first months of operations. Plus its stronger ventilation, higher fresh water production, and other enhancements of livestock services had improved animal welfare and voyage outcomes.

“The inclusion of the M/V Ocean Shearer into our fleet also ensures we continue to operate one of the youngest livestock fleets in the world and one of the largest Australian Maritime Safety Authority approved fleets in the live export sector,” Mr Balzarini said.

The M/V Ocean Shearer has a 23,500 square metre carrying capacity so, depending on individual weight, can transport 20,000 cattle or 75,000 sheep, or a combination of both, on a single voyage. It has a fuel range of approximately 18,000 miles and can cruise at one the highest speeds in the industry, enabling fast voyage completion and therefore more voyages per year.

(*) It is customary for an interim certificate to be issued before the central office issues the final certificate.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard releases audited FY2016 financial results

September 30, 2016

ASX Announcement

Wellard Ltd (Wellard) (ASX:WLD) has released its audited financial results for the year ended 30 June 2016 (FY2016).

The audited accounts confirm a pro forma* Net Profit After Tax of $14.8 million and Gross Profit of $88.9 million, the same financial results contained in the Company’s preliminary final report which was released on 31 August 2016.

*Pro forma FY2016 excludes all one-off IPO related costs, normalisation of interest expenses to reflect post IPO capital structure, and tax expense increase to reflect the appropriate company tax rate after removal of one-off IPO related costs.

Please click here to view the full report.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard Receives $16.3 million to Complete WGH Separation Agreement

September 21, 2016

ASX Announcement

Wellard Limited (Wellard or the Company, ASX:WLD) refers to its announcement of 19 September 2016 and is pleased to advise that closing of the Refinancing has been completed and, as a consequence, Wellard has received the total A$16.3 million owing from WGH Holdings Pty Ltd (WGH).

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: +61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: +61 8 9485 8888

Wellard Announces WGH Refinancing

September 19, 2016

ASX Announcement

Wellard Limited (Wellard or the Company, ASX:WLD) is pleased to advise that it has been informed that its largest shareholder, WGH Holdings Pty Ltd (WGH), a company controlled by Wellard CEO Mr Mauro Balzarini, has signed agreements to undertake a refinancing (Refinancing). Upon closing of the Refinancing, WGH will immediately repay the A$15.8 million separation payment due to the Company (refer ASX announcement dated 27 June 2016) plus accrued interest of approximately A$0.5 million.

The closing of the Refinancing is subject to certain conditions precedent and it is expected to occur within 7 days.

WGH has also signed an agreement with Fulida Group Holdings Co Ltd (Fulida) whereby WGH will, on and subject to closing of the Refinancing, transfer 66.32 million Wellard shares to Fulida, making Fulida Wellard’s second largest shareholder with a 16.58% shareholding. It is intended that Fulida’s shares will be escrowed on substantially the same terms as WGH’s Wellard shares. Fulida is an integrated player in the textile industry headquartered in Hangzhou China. Fulida is also actively seeking investment opportunities in other sectors and in 2015 set up the JV company Wellao with Wellard in China.

WGH will remain Wellard’s largest shareholder with 80.0 million Wellard shares, representing a 20.0% shareholding.

Wellard CEO Mauro Balzarini said:

“I am pleased that WGH will be in position to settle the separation payment due to Wellard. This transaction demonstrates that support for Wellard from long term investors remains strong. We welcome Fulida, who has shown a consistent interest in our industry over a long period, as a significant shareholder in Wellard, giving it exposure to the full international beef supply chain into China and other countries. That Fulida has taken an equity interest in Wellard, and agreed to voluntarily escrow its shares, highlights its belief in the long term future of our business, our industry and the potential that China represents.”

Further information is set out below.

WGH Refinancing

WGH has advised Wellard the following in relation to the Refinancing:

  • it includes a new senior loan to be advanced to WGH’s subsidiary, WGH Commodities, Land and Transport Pty Ltd (CLT), which will become the owner of WGH’s remaining shareholding in Wellard (80.0 million shares);
  • the new and certain existing lenders to WGH will be given security over its assets, including all of its Wellard shares, and the security held by one of its existing lenders over its Wellard shares will be released;
  • the security granted to WGH’s lenders over its Wellard shares does not contain margin call triggers nor other rights to dispose of the Wellard shares as a sole consequence of movements in the price of Wellard shares; and
  • certain WGH lenders will be granted options over some of WGH’s remaining shares in Wellard, exercisable only once the applicable shares are free from any escrow restrictions.

Share sale arrangement with Fulida

The share sale to Fulida involves Fulida effectively purchasing 66,319,999 Wellard shares from WGH, in consideration for the set-off and termination of US$25 million in total outstanding principal and debt owed by WGH to Fulida, upon and subject to closing of the Refinancing. This will give Fulida a 16.58% shareholding in Wellard.

WGH’s Wellard shares are currently subject to a voluntary escrow agreement. Wellard has consented to amendments to WGH’s escrow agreement to allow it to enter into the share sale arrangement with Fulida and for the transfer of shares to Fulida (and the intra-group transfer to CLT referred to above).

In recognition of this, Fulida has agreed to enter into a voluntary escrow agreement which subjects the transferred shares to substantially the same escrow restrictions they are currently subject to under the ownership of WGH. That is, one third (1/3) of the shares (22,106,666 Wellard shares) are subject to escrow until Wellard’s audited FY2016 results are released (scheduled for 30 September 2016) and the balance (44,213,333 Wellard shares) are subject to escrow until Wellard’s FY2017 results are released in 2017. Wellard’s entry into a voluntary escrow agreement with Fulida and CLT remains subject to it obtaining applicable specific relief from ASIC to do so.

Wellard financier approval

On completion of the Refinancing, WGH will control 20.0% of Wellard’s shares. Wellard has received conditional consent to amend the definition in the facility agreement that requires Mr Balzarini to hold directly or indirectly at least 19.90% of Wellard shares, to control at least 19.90% of Wellard shares. Wellard expects that these conditions will be satisfied in the near term.

Wellard’s role in the transaction was approved by the Wellard Board of Directors’ Conflict of Interest Committee which comprises only independent Non-Executive Directors. Mr Mauro Balzarini and Mr Greg Wheeler are not members of the Committee.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: +61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: +61 8 9485 8888

Wellard releases preliminary FY2016 financial results

August 31, 2016

ASX Announcement

Wellard Ltd (Wellard) (ASX:WLD) has released its preliminary final report for the year ended 30 June 2016 (FY2016)(Appendix 4E), recording a pro forma* Net Profit After Tax (NPAT) of $14.8 million and Gross Profit of $88.9 million.

Wellard is an agribusiness that connects primary producers of cattle, sheep and other livestock to customers globally through a vertically integrated supply chain.

Wellard is the largest exporter of live cattle from Australia and a significant seaborne livestock marketer and exporter globally.

Key elements of the pro forma* actual FY2016 results relative to the prospectus FY2016 forecast are as follows:

Pro forma * FY2016 Actual

$ million

FY2016 Prospectus

$ million

 Revenue 573.8 607.4
Gross Profit 88.9 113.4
EBITDA 38.7 76.1
NPAT 14.8 46.4

Wellard Managing Director Mauro Balzarini said Wellard and its shareholders had endured a tough start to listed life, which meant the Company did not achieve its prospectus forecasts. “A sharp reduction in cattle supply in Australia, combined with resultant record high cattle prices, significantly impacted the Company’s trading margins. When combined with two vessel breakdowns and the delayed delivery of the M/V Ocean Shearer it weighed heavily on our financial results,” Mr Balzarini said.

“Importantly, despite these tough trading conditions we still achieved a pro forma NPAT of $14.8 million. We are now focussed managing the business through the current challenging livestock market landscape so that we are positioned to take advantage of the opportunities that will present themselves to Wellard when livestock prices invariably return to their normal trading range.

“That will be helped by entry of the M/V Ocean Shearer to Wellard’s fleet which occurred in late FY2016 and the development of our South American operations.”

Given the significant variance in profit from that contemplated in the prospectus, and the continued margin compression caused by a shortage of cattle in Australia resulting in record high cattle prices, the Board of Directors have decided not to pay a dividend for FY2016.

Wellard will lodge its audited accounts by 30 September 2016.

Executive and board changes

Ms Sharon Warburton, resigned as a Non-Executive Director of Wellard on Friday, 26 August 2016. Non-Executive Director Philip Clausius, a current member of Wellard’s Audit Risk and Compliance
Committee, has taken over as Chair of the Committee.

The Wellard Board will appoint a replacement Non-Executive Director in due course.

Ms Yasmin Broughton, General Counsel and Company Secretary, has also tendered her resignation and has agreed to stand down from her roles at the completion of her three-month notice period. The Company will commence an executive search process to identify a suitable replacement during that period.

Wellard acknowledges the contributions of Ms Warburton and Ms Broughton to the Company and wishes them well in their future endeavours.

*Pro forma FY2016 excludes all one-off IPO related costs, normalisation of interest expenses to reflect post IPO capital structure, and tax expense increase to reflect the appropriate company tax rate after removal of one-off IPO related costs.

For further information:

Investors
Managing Director, Mauro Balzarini
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Change of CFO

July 11, 2016

ASX Announcement

Wellard Ltd (ASX:WLD) (Wellard or the Company) advises that its Chief Financial Officer, Mr Greg Wheeler, will move from his role with Wellard to that of Chief Executive Officer with the Company’s former parent company and major shareholder WGH Holdings Pty Ltd (WGH), effective from 11 July 2016 and has become a Non-Executive Director of Wellard.

The Board has appointed highly experienced listed company Chief Financial Officer, Mr Alan Rule, as interim CFO for a 6 month period pending consideration of a permanent CFO appointment. During the last 10 years, Mr Rule has served as the Chief Financial Officer for Perth based listed companies Sundance Resources Limited, Paladin Energy Limited and Mount Gibson Iron Limited. Mr Rule is a
Chartered Accountant having commenced his professional career with KPMG.

Mr Rule will commence on 11 July 2016 and work with Mr Wheeler to ensure an orderly handover. The Board would like to thank Mr Wheeler for the work done in achieving the listing of Wellard and the transition to a public company as CFO and looks forward to his contribution as a Non-Executive Director.

For further information:

Investors
Mauro Balzarini, Managing Director
Phone: + 61 8 9432 2800

Media
Shaun Duffy, FTI Consulting
Phone: + 61 8 9485 8888
Mobile: +61 (0) 404 094 384

Separation Settlement Update

June 27, 2016

ASX Announcement

Wellard Ltd (Wellard, ASX:WLD) provides the following update on the Company’s IPO Share Sale Agreement separation settlement referred to in its announcement 10 June 2016.

The adjustment amount, which WGH Holdings Pty Ltd (WGH) must pay Wellard to deliver the Wellard balance sheet in accordance with the IPO Prospectus, has been agreed at $15.8 million (Adjustment Amount).

In determining the Adjustment Amount, Wellard established a Board Committee, consisting of independent non-executive directors (Committee), to oversee the process. The Committee engaged independent legal, financial and accounting advisors to assist in finalising the quantum of the adjustment.

WGH has advised the Committee that it is seeking to make arrangements which will enable it to pay the Adjustment Amount within a 3 month period and intends to make such repayment without recourse to selling any of the Wellard shares it owns. After taking independent advice, the Committee has entered into negotiations with WGH seeking to agree a 3 month loan. As part of the negotiations, the Company has entered into a subordination agreement with one of WGH’s creditors associated with Mr Balzarini and Mr Balzarini has provided a personal guarantee to Wellard as security for repayment of the Adjustment Amount.

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard Update

June 16, 2016

ASX Announcement

Wellard Ltd (Wellard, ASX:WLD) provides the following update on the Company’s operations and forecast profit.

The Company now has six shipments scheduled to load and sail before 30 June 2016. With greater clarity around expected profitability of those shipments as they get closer to loading, combined with the persistence of the continued margin compression from record cattle prices, Wellard now expects its forecast pro forma FY2016 Net Profit After Tax* will be around the bottom of the $23.5 million to $30 million range advised in its most recent update.

Due to the proximity of the end of the financial year, outcomes of some of the remaining shipments may still influence the forecast. A further change to the forecast is therefore possible, particularly given one of these shipments is a large shipment.

This shipment is expected to load in the next few days. The number of cattle loaded and departure date of the vessel will influence the forecast financials, potentially below the previous range.

Wellard will update the market as soon as those shipments are finalised and loaded.

*Pro forma FY2016 Net Profit After Tax excludes all one-off IPO related costs, normalisation of interest expenses to reflect post IPO capital structure, and tax expense increase to reflect the appropriate company tax rate after removal of one-off IPO related costs.

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard Update

June 10, 2016

ASX Announcement

Wellard Ltd (Wellard, ASX:WLD) provides the following update on the Company’s operations, forecast profit, outlook and finalisation of its IPO Share Sale Agreement separation settlement quantum and timing.

Operations and forecast profit

Wellard is on target to ship approximately 450,000 cattle in FY2016, a record for the Company.

Despite this shipping record it has become evident that the Company’s earnings for the year ending 30 June 2016 will be lowered by several factors, principally by recent ship scheduling changes and margin compression created by unexpectedly high record cattle prices in Australia.

As a result the Company now expects to record a pro forma FY2016 Net Profit After Tax* of approximately $23.5-$30 million based on current exchange rates. June shipping and trading activity is still being finalised, which could affect the final result, with seven shipments still to load.

The largest impact on the Company’s forecast earnings has been the rescheduling of a number of shipments, including two large shipments, one of which is the M/V Ocean Shearer, from June 2016 to July 2016. These shipments will now be accounted for in FY2017.

“The forecast result is lower than anticipated and certainly lower than we would have liked,” said Wellard CEO Mauro Balzarini. “Heavy out of season rain in northern Australia has meant the price we have paid for cattle has consistently been 80-100 cents per kilogram higher than the prior corresponding period. There has been strong customer resistance to those high prices and trading margins have been impacted as a result.”

Wellard responded to the changed market dynamics by diverting its newly launched M/V Ocean Shearer to South America. However, the additional sailing time and turn-around time in port has meant the vessel will only complete one voyage for the current financial year, rather than the two that were planned. The second voyage is now expected to occur in early July, again loading in Brazil.

“The margin pressure we encountered trading and shipping cattle from Australia to South East Asia supports our decision to increase our focus in countries like Brazil, which has a cattle population of more than 220 million head and strong trading margins,” Mr Balzarini said.

Outlook

Wellard expects the shipping and trading margin pressure in Australia will continue in the short to medium term. Farmers across Australia are benefiting from a good feed bank and have moved from destocking to herd rebuilding, reducing the supply in the short term but increasing it in the longer term as herd numbers rebuilds.

“In time the restocking will lead to improved cattle supply in Australia. In the meantime the mobility of our assets allows us to increase our shipping and trading activity in South America, where cattle supply is greater and margins are better,” Mr Balzarini said.

“Wellard remains profitable despite this margin pressure and our outlook remains positive. We have strong and consistent management and liquidity, and a global customer base demonstrated by our volumes of cattle.

“We are continuing to execute our growth strategy, with the successful commissioning of the M/V Ocean Shearer which increases the Company’s shipping capacity by 50%, a growth in cattle shipment numbers, diversification of supply markets, and downstream development in China and Turkey. We expect this to bring significant future benefit to Wellard.”

IPO Share Sale Agreement quantum

Wellard expects to provide notice next week to WGH Holdings Pty Ltd (WGH) of the amount owing to Wellard pursuant to adjustments arising from the separation of the two companies as detailed in the IPO Prospectus and expects a net amount of approximately $15.6 million (Estimated Adjustment Amount).

The Estimated Adjustment Amount denotes the estimated adjustment to complete financial settlement between the two companies and includes adjustments as evidenced by the Separation Agreement and WGH Share Sale Agreement (Agreements) including adjustments in working capital, drawn debt and planned capital expenditure plus interest on the outstanding amount in order to deliver the Wellard balance sheet in accordance with the IPO Prospectus.

At the time of the release of Wellard’s audited 31 December 2016 Half Year Financial Report on 29 February 2016, the Company estimated the outstanding net amount owing from WGH to be $14.7 million and accounted for a receivable of that amount.

In determining the Estimated Adjustment Amount, Wellard established a Board Sub-Committee which consisted entirely of independent non-executive directors overseeing the process and engaged independent legal, financial and accounting advisors to assist in determining the quantum of the adjustment.

Once the Estimated Adjustment Amount has been finalised and the Company and WGH agree the final amount, under the terms of the Agreements WGH is required to repay the final amount within 5 business days. WGH has informed Wellard that it is currently making arrangements which will enable it to pay the final amount within a 3 month period. It intends to make such repayment without recourse to selling any of the Wellard shares it owns. The finalisation of the Estimated Adjustment Amount and the terms on which any credit will be provided to WGH is in the process of being negotiated and documented and will be on a commercial arm’s length basis. As part of the
negotiations, WGH has offered certain payment priorities and security to Wellard subject to the agreement of its lenders.

Further details of the Agreements and the calculation mechanism to finalise the purchase price post IPO are disclosed in section 9.4.1 of the Wellard IPO prospectus released on the ASX platform on 4 December 2015.

Wellard will provide a further update once the final adjustment is determined.

*Pro forma FY2016 Net Profit After Tax excludes all one-off IPO related costs, normalisation of interest expenses to reflect post IPO capital structure, and tax expense increase to reflect the appropriate company tax rate after removal of one-off IPO related costs.

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard Unaffected by Changes to Japan Market

June 3, 2016

ASX Announcement

Wellard Limited (ASX:WLD) (Wellard or the Company) advises that it does not currently supply cattle to Japan, so the Company is unaffected by the Japanese suspension of live cattle imports from Australia.

For further information:

Investors
Mauro Balzarini, Managing Director
Greg Wheeler, Finance Director
Phone: + 61 8 9432 2800

Media
Cameron Morse, FTI Consulting
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Vessel Finance Secured for M/V Ocean Shearer

May 27, 2016

ASX Announcement

As anticipated in its prospectus, Wellard Ltd (ASX: WLD) (Wellard or the Company) is pleased to advise that it has finalised a vessel finance agreement with Intesa Sanpaolo S.p.A., Hong Kong Branch, Italy’s largest bank by market capitalisation, for the financing of the recently delivered livestock carrier, the M/V Ocean Shearer.

The 10-year loan in the amount of US$59 million, is backed by a commercial risk insurance policy from China Export & Credit Insurance Corporation (Sinosure) and shall be funded at commercial rates (USD LIBOR-plus). The loan contains terms and conditions (including financial covenants) standard for such a ship finance and includes a review event if Mauro Balzarini and his related entities cease to hold, either directly or indirectly, at least 19.90% of shares of Wellard of the 36.6% he currently controls.

As progress payments during vessel construction were largely funded by Wellard through internal cash sources, a substantial portion of the finance now raised will be added to the Company’s group liquidity and working capital and available for various corporate activities.

“We are pleased with the terms of the vessel finance arrangement we have negotiated,” said Wellard Managing Director, Mauro Balzarini.
“The long-date tenure reduces the amount of principal repayments thus enabling Wellard to use cash generated by the vessel for other general corporate activities. It also boosts our working capital headroom to fund increased livestock trading.”

“I congratulate our team in Singapore, the Intesa Sanpaolo team in Hong Kong and Sinosure in Dalian. This financing partnership reinforces our relationship with China where we are gaining an increasingly important foothold.”

“Intesa Sanpaolo has a long history with Wellard (including two prior vessel financings), which will be extended with this new commercial relationship. We are pleased with the terms and conditions of the arrangement which demonstrates the financial strength of Wellard and confidence in our business model.”

For further information:

Investors
Mauro Balzarini, Managing Director
Greg Wheeler, Finance Director
Phone: + 61 8 9432 2800

Media
Cameron Morse, FTI Consulting
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Extension to CBA Facility Agreement signed

May 26, 2016

ASX Announcement

Wellard Ltd (ASX:WLD) (Wellard or the Company) is pleased to announce it has signed an agreement with the Commonwealth Bank of Australia (CBA) to extend the maturity date of its existing $50 million facility with CBA from December 2016 to December 2017.

The extended facility enables Wellard to maintain financial flexibility and capture opportunities when sourcing cattle and sheep. The material terms of the facility were disclosed in section 4.5.3.1.1 of the Company’s IPO prospectus released on the ASX platform on 4 December 2015.

For further information:

Investors
Mauro Balzarini, Managing Director
Greg Wheeler, Finance Director
Phone: + 61 8 9432 2800

Media
Cameron Morse, FTI Consulting
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Operating Update Including Indonesia Permit Release

May 16, 2016

ASX Announcement

Wellard Ltd (Wellard, ASX:WLD) is pleased to provide the following operations update on a number of its key business areas.

The Indonesian Government has issued import permits for 250,000 cattle in the May-August trimester which is a positive development for Australian cattle producers and exporters.

The timing of the quota release has complemented Wellard’s shipping schedule because it has two vessels in transit back to Australia, the MV Ocean Drover and the MV Ocean Outback. Both vessels will now be able to load cattle for Indonesian clients without delay.

The religious festivals of Ramadan and Lebaran are traditional high periods of demand for beef from Indonesian consumers.

To assist Wellard’s growth plans, Wellard has appointed Brendan Wade as Chief Operating Officer, a role previously held by Scot Braithwaite who has now moved to become the Company’s Chief Business Development Officer.

Brendan founded and successfully ran his own stock agency (Watkins & Co, Roma, Queensland) and most recently was Livestock Manager for Landmark with responsibility for the company’s livestock division across Queensland & Northern/Central NSW.

He has served as a Director of AuctionsPlus Pty Ltd and Landmark Real Estate and as National President and Queensland Chairman of the Australian Livestock & Property Agents Association (ALPA).

“Wellard is growing through new markets and organic growth in existing markets,” Wellard Managing Director Mauro Balzarini said. “This change enables Scot to pursue those new markets and service existing clients, while ensuring our exporting operations, where shipping capacity will soon increase by 50 per cent, are managed efficiently.

“Brendan possesses experience in senior management roles in large stock agencies and has successfully started, managed and grown his own business, so he has the right blend of corporate and hands-on experience to perform this important role.”

In the meantime, Wellard is pleased with the initial performance of the MV Ocean Shearer in its first two weeks of operation. The vessel, which is en-route to South America, is achieving Wellard’s speed and efficiency benchmarks and in Brazil cattle accumulation is progressing well for its first shipment.

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellard Welcomes the M/V Ocean Shearer to the Fleet

April 28, 2016

ASX Announcement

Wellard Limited (Wellard, ASX:WLD) has welcomed the purpose-designed and built M/V Ocean Shearer to its expanding fleet of livestock vessels, immediately increasing Wellard’s fleet carrying capacity by 50 per cent.

The vessel was officially handed over to Wellard in Dalian, China, after it was completed and commissioned by the COSCO Ship Yard.

The M/V Ocean Shearer is an improved version of the highly successful design of Wellard’s flagship, the M/V Ocean Drover. With a 23,500 square metre carrying capacity it can transport 20,000 cattle or 75,000 sheep or a combination of both. It has a fuel range of approximately 18,000 miles and one the highest speeds in the industry. The vessel’s fodder storage system holds approximately 3000 tonnes, an increase on previous designs.

Wellard CEO Mauro Balzarini said the size and speed of the Ocean Shearer provides voyage flexibility as well as economies of scale, especially as markets expand and distances increase.

“We have high expectations for the M/V Ocean Shearer. We have improved what is already an industry benchmark, our M/V Ocean Drover, with stronger ventilation, higher fresh water production, and other enhancements of livestock services. These improvements will enhance animal welfare outcomes while the additional fodder capacity provides greater voyage planning flexibility and reduced costs,” Mr Balzarini said.

“The vessel’s build quality is excellent and it’s electronically controlled engines will ensure high efficiency and low emissions. She matched the required performance benchmarks during an intense sea trial program, so we expect the M/V Ocean Shearer will form an important part of Wellard’s strategy to develop and increase worldwide trade in live sheep and cattle to meet growing global consumer demand.

“The inclusion of the M/V Ocean Shearer into our fleet also ensures we continue to operate the youngest fleet in the world and one of the largest Australian Maritime Safety Authority-approved fleets in the live export sector.”

 

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

M/V Ocean Shearer Concludes Sea Trials

April 11, 2016

ASX Announcement

Wellard announces that its new vessel the M/V Ocean Shearer has concluded three days of sea trials. The trials were successful and the vessel performed to Wellard’s expectations. Successful sea trial completion paves the way for the vessel’s final commissioning, issuance of relevant
certificates and to enter into service, which is expected to occur by the end of April.

For further information:

Investors
Mauro Balzarini, Managing Director
Greg Wheeler, Finance Director
Phone: + 61 8 9432 2800

Media
Cameron Morse, FTI Consulting
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

MV Ocean Outback Back in Operation

March 21, 2016

ASX Announcement

Wellard’s vessel, the MV Ocean Outback, is returning to operations after completing repairs to a defective crankshaft in Singapore.
The vessel is currently en-route to Townsville to load cattle for a client in Vietnam.

“It is pleasing that the Company’s full fleet is back in operation as we enter a traditionally high period of high livestock demand,” said Wellard CEO Mauro Balzarini.

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Wellao Joint Venture Shareholder Agreement Signed

March 15, 2016

ASX Announcement

Wellard advises that it achieved a significant milestone important to the progress of its China cattle investment.

As foreshadowed in Wellard’s prospectus, Wellard and WGH Holdings Pty Ltd have signed a Shareholders Agreement with Fulida Group Holdings Co. Ltd (Fulida) and Zhejiang Aurora Agriculture Co. Ltd.1

The Shareholders Agreement regulates the relationships between the parties and sets out the operating provisions for the Wellao JV. All requisite agreements between the parties are now signed.

“The signing of the Shareholders’ Agreement with Fulida is a significant step forward as it enables Wellao to start investing in the construction of the facilities” Mr Balzarini said.

“At this stage we have completed the feasibility studies and expect to break ground on the abattoir building in Q4 FY2016. We are convinced we have found the right partner in China given the progress we have been able to achieve and the level of co-operation Fulida has provided, which will be the key to our success in China.”

1. As set out in the Company’s prospectus dated 20 November 2015, the interests of WGH Holdings Pty Ltd, formerly Wellard Group Holdings Pty Ltd, under the Wellao Heads of Agreement, and now the Shareholders Agreement, and related arrangements are to be transferred to Wellard, subject to all necessary Chinese regulatory consents and approvals being obtained. Fulida has approved of the transfer to Wellard.

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

MV Ocean Swagman Returning to Service

March 4, 2016

ASX Announcement

Wellard Ltd (ASX:WLD) advises that its vessel, the MV Ocean Swagman, has completed repairs and sea trials in Montevideo and has returned to normal operations.

The vessel is expected to begin loading a consignment of cattle in the next few days. Wellard expects that on completion of the voyage the MV Ocean Swagman will load cattle in South America as part of Wellard’s strategy to develop global supply.

For further information:

Investors
Managing Director, Mauro Balzarini
Finance Director, Greg Wheeler
Phone: + 61 8 9432 2800

Media
FTI Consulting, Cameron Morse
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

Half Year Results for the period ended 31 December 2015

February 29, 2016

ASX Announcement

Key highlights

  • Strategic initiatives being executed to drive growth:
    • Construction of the MV Ocean Shearer nearing completion with commencement of operations expected by the end of April
    • Strong progress on the Wellao JV in China – supply agreement signed and facility design completed
    • MV Ocean Outback and Swagman expected to become fully operational again during March 2016
  • Robust financial position with conservative gearing of 37% (net debt / net debt + equity)
  • Continued strength in industry backdrop:
    • Strong metrics from Asian live export markets
    • Upcoming religious festival period in Q416 will further support demand
    • Low fuel price environment

Wellard Ltd (ASX:WLD) has today reported its financial results for the six months ended 31 December 2015. The results are Wellard’s first since successfully completing its IPO in December 2015. The statutory results include significant one-off items associated with the IPO and restructuring from a private to public company. Wellard has therefore also presented the six months to 31 December 2015 on a pro forma basis to support comparison to the prospectus financials and ensure consistency moving forward.

On a pro forma basis for the six months ended 31 December 2015, Wellard reported revenue of $275.5 million, EBITDA of $26.9 million and NPAT of $13.5 million. The statutory net loss after tax for the period, after taking into account the restructuring and IPO related costs, was $23.9 million. A reconciliation of the statutory result to the pro forma result is included in the investor presentation separately lodged with ASX today.

Wellard expects the forecast pro-forma FY 2016 NPAT* to be $42.5m, being an 8.4% reduction to the Prospectus forecast of $46.4m, after factoring in the combined impact of:

  • a delay in commissioning of the MV Ocean Shearer
  • repair period and associated costs for the MV Ocean Swagman and MV Ocean Outback
  • FX impact on Interest and Depreciation due to lower AUD

Wellard has a conservative gearing ratio of 37% with cash and undrawn banking facilities of $76.5 million.

“We have had a landmark half successfully raising almost $300 million via our IPO and transitioning from a private company structure through to an ASX listed public company,” Wellard Managing Director and CEO Mauro Balzarini said.

“Our pro-forma numbers provide a clearer picture of operating performance as our statutory result was skewed by the one-off corporate restructuring costs associated with the IPO process. We look forward to normalising our fleet in March and bringing additional shipping capacity, the MV Ocean Shearer, into service in April. It will be the fifth custom-designed and built vessel in Wellard’s fleet.

“Wellard typically experiences a seasonal bias in its earnings towards financial year Q4 with an increase in livestock export volumes driven by Asian religious festival periods. We expect that to be the case again this year so the MV Ocean Shearer’s addition to our fleet will be perfectly timed”.

*Pro forma NPAT is Net Profit After Tax, and excludes all one-off IPO related costs totalling A$33.8m and normalisation of Interest expenses of A$8.2m to reflect post IPO capital structure and tax expense increase of A$4.5m to reflect appropriate company tax rate after removal of one-off IPO related costs.

Please click here to view the full ASX Announcement and Appendix 4D.

For further information:

Investors
Managing Director, Mauro Balzarini
Greg Wheeler, Finance Director
Phone: + 61 8 9432 2800

Media
Cameron Morse, FTI Consulting
Phone: + 61 8 9485 8888
Mobile: +61 (0) 433 886 871

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