Partnership with GO-TO and Equity Raising Presentation slide image

Partnership with GO-TO and Equity Raising Presentation

Executive summary Strategic rationale for BWX Equity raising Governance arrangements Timing and conditions • Represents a highly strategic, complementary partnership Go-To's primary domestic channel to market is direct-to-consumer (DTC) supported by its best-in-class e-commerce platform, which generated 59% of FY21 sales Expected acceleration of BWX's (house of natural, efficacious brands) strategy, providing high quality diversification via enhanced DTC channel presence, a complementary product portfolio, access to new customers and expansion into the masstige sub-category of the premium market in both Australia and the United States Genuine partnership, with the Go-To business expected to operate independently, led by Zoë Foster Blake, leveraging BWX's international distribution capabilities and economies of scale BWX today announces a capital raising to raise approximately $85m, comprising: - A fully underwritten institutional placement to raise approximately $85 million, with new shares issued at an offer price of A$4.85 per share (8.7% discount to last close as at 26 August 2021) ("Placement"); and A non-underwritten Share Purchase Plan to raise up to $15 million ("SPP") (together, "Equity Raising" or the "Offer") Proceeds of the Offer will be principally used to fund BWX's investment in a 50.1% partnership stake in Go-To As the new shares issued under the Placement will issued prior to BWX's dividend record date, they will be entitled to BWX's final distribution for the twelve months ending 30 June 2021 of 3.1 cents per share Following the investment, Go-To Founder Zoë Foster Blake and the remaining Go-To Co-Founders will retaining a strategic shareholding in Go-To The Partnership involves Put/Call options for Go-To Co-Founders and BWX for periods commencing in year three and on every subsequent anniversary The Partnership will be consolidated in BWX's financial accounts Completion of the Partnership under the Share Purchase Agreement is subject to customary closing conditions, which are expected to be satisfied at or around Q1FY22 STRICTLY CONFIDENTIAL 10
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