Investor Presentaiton

Key risks ( The future performance of Costa and the future investment performance of shares in Costa ("Shares") may be influenced by a range of risk factors, many of which are outside the control of Costa and its directors. A non-exhaustive list of key risks, including those specific to the Acquisition and to an investment in Costa, and those of a more general nature, is set out below. The effect or performance of the Acquisition and Costa's business, financial condition, or results of operations (and the market price of its Shares) could be materially and adversely affected by any of these risks, either individually or in combination. Before investing in Costa, you should consider whether this investment is suitable for you having regard to publicly available information (including this Presentation), and your own investment objectives and financial circumstances. You should also consider seeking professional guidance from your stockbroker, solicitor, accountant or other professional adviser before deciding whether to invest. Acquisition Risks Failure to complete and delay The Transaction Documentation is subject to certain conditions precedent which are customary for a transaction of this nature. A failure of a condition precedent to be satisfied or waived would mean that the Transaction would not complete. If the Transaction Documentation is terminated by the Sellers because Costa is unable to complete the Acquisition due to its default, Costa would be required to forfeit its deposit of an amount equal to $9.4m and there may be additional remedies available to the Sellers including damages for breach of contract. If the Acquisition is not completed for any reason, Costa may consider ways to return the proceeds of the equity raising (net of transaction costs) to shareholders or use the funds to retire debt or a combination of both. If completion of the Acquisition is delayed, Costa may incur additional costs and it may take longer than anticipated for Costa to realise the benefits of the Acquisition. Further, a significant delay to completion may have adverse effects on Costa and or the target business ("Business"), including in terms of growth, employee engagement or funding costs. Any failure to complete, or delay in completing, the Acquisition and/or any action required to be taken to return capital to shareholders who participated in the Offer, may have a material adverse effect on Costa's financial condition, results of operations and the market price of its Shares. Analysis of Acquisition Costa has undertaken financial, tax, legal, commercial, and technical analysis of the Business in order to determine its attractiveness to Costa and whether to proceed with the Acquisition. It is possible that despite such analysis and the best estimate assumptions made by Costa, the conclusions drawn are inaccurate or are not realised. To the extent that the actual results achieved by the Acquisition are different to those indicated by Costa's analysis, there is a risk that the performance of Costa following the Acquisition may be different (including in a materially adverse way) from what is reflected in this Presentation. Foreign markets, and in particular China, are a key revenue stream for the Business which form part of Costa's financial analysis, estimates and assumptions. Geopolitical risks, including the intervention of foreign governments in free trade (see further "Changes to importation trade barriers" on page 48), may result in disruption to export markets. Even though Costa may be able to reroute produce from the Business into alternative markets, this disruption may result in such analysis and assumptions not being fully realised (e.g. lower than expected margins). Reliance on information provided Costa undertook a due diligence process in respect of the Acquisition, which relied in part on the review of financial and other information provided by the Sellers or discussed at meetings held with the Business' management. Despite making reasonable efforts, Costa has not been able to verify the accuracy, reliability, or completeness of all the information which was provided by the Sellers. If any information provided and relied upon by Costa in its due diligence and preparation of this Presentation proves to be incorrect, incomplete or misleading, there is a risk that the actual financial position and performance of the Business and Costa may be materially different to the expectations and targets reflected in this Presentation. Investors should also note that there can be no assurance that the due diligence conducted was conclusive, and that all material issues and risks in respect of the Acquisition have been identified and avoided or managed appropriately (for example, because it was not always possible to negotiate indemnities or representations and warranties from the Sellers to cover all potential identified or unidentified risks). Therefore, there is a risk that issues and exposure to risks may arise which may also have a material adverse impact on Costa's operations, financial performance and position (for example, Costa may later discover liabilities, defects or gaps which were not identified through due diligence or for which there is no contractual protection for Costa). Costa Group Holdings Limited African Blue Morocco's Best Bluebe Only the Finest Berries" Driscoll's Kes Kersama lady fingers ☹ LOVACADO. Aussie avos. From Costa. MUSH BOOM! 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