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Investor Presentaiton

Acquisition Risks Vitasoy Joint Venture The LDD Business includes a 49% interest in Vitasoy Australia Pty Ltd, which is a joint venture company in which the other 51% is held by Vita International. Vita International has rights under "change of control" provisions in the Vitasoy Shareholders Agreement which will arise from the acquisition of the Sale Shares by Bega. Vita International has provided written confirmation to Bega that it would be prepared to modify those rights so that they may only be exercised following the expiration of two years after the completion of Bega's purchase of the Sale Shares. Formal documentation to implement this confirmation is anticipated to be concluded before completion. However, if this formal documentation is not concluded before completion, there is a risk that Vita International may exercise its change of control rights. Vitasoy Australia manufactures and sells soy and other plant based beverages. Bega's ongoing participation in the Vitasoy Australia joint venture requires compliance with the Vitasoy Shareholders Agreement, including a restraint on selling other brands of tofu and plant based alternatives to milk beverages, ice cream and yoghurt. Sodima Franchise The LDD Business includes a relationship with Sodima under which LDD has the right to manufacture and sell yoghurt products under Yoplait and other brands. Sodima has confirmed that the acquisition of the Sale Shares by Bega will not disrupt this relationship. Bega's ongoing relationship with Sodima requires compliance with the Manufacturing and Distribution Master Franchise Agreement with Sodima. Environmental The LDD Business operates 13 manufacturing sites. These sites, as well as the existing Bega manufacturing sites, must be operated in accordance with all applicable environmental laws. Some of the LDD Business manufacturing sites are old and in areas that are particularly sensitive to environmental concerns. Change of Control A number of the contracts associated with the LDD Business include provisions that may enable the counterparty to terminate the contract if there is a change of control of the relevant LDD Group entity, including one contract with a major retailer customer. Where these change of control rights are contained in a contract, Bega will need to confirm the continued operation of the contract with the counterparty. This process may result in a termination or renegotiation of the relevant contract. Page 47 Bega
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