Investor Presentaiton
Important Notice and Disclaimer
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RETAIL
FOOD
GROUP
The information contained in this presentation (Presentation) has been prepared by Retail Food Group Limited ACN 106
840 082 (RFG, the Company or Group) in connection with a capital raising, in the form of:
a placement of approximately $24.9 million of ordinary shares in RFG (New Shares) to sophisticated or professional
investors within RFG's current placement capacity under Australian Securities Exchange (ASX) Listing Rule 7.1
(Placement); and
a non-underwritten 'share purchase plan' to be offered to existing shareholders of RFG, to purchase up to $30,000 of
shares per shareholder, to raise approximately $2.5 million of shares (subject to Directors determining in their absolute
discretion to accept oversubscriptions subject to the ASX Listing Rules and ASIC Corporations (Share and Interest
Purchase Plans) Instrument 2019/547) (SPP), (the Capital Raising).
This presentation also summarises the material terms of a new debt facility that the Company proposes to enter following
entry into a binding term sheet (refer page 16) in order to recapitalise its existing debt facilities.
SUMMARY INFORMATION
This Presentation contains summary information about the current activities of RFG and its subsidiaries as at the date of
this Presentation, unless otherwise stated. The information in this Presentation is of a general nature and does not purport
to be complete or to contain all the information that a prospective investor may require in evaluating a possible investment
in RFG, nor does it contain all the information which would be required in a disclosure document or prospectus prepared in
accordance with the requirements of the Corporations Act 2001 (Cth). It has been prepared by RFG with due care but no
representation or warranty, express or implied, is provided in relation to the accuracy or completeness of the information.
Statements in this Presentation are made only as of the date of this Presentation unless otherwise stated and the
information in this Presentation remains subject to change without notice. Except to the extent required by law, RFG is not
responsible for updating, nor undertakes to update, this Presentation. It should be read in conjunction with RFG's other
periodic and continuous disclosure announcements lodged with the ASX, which are available at www.asx.com.au.
Certain market and industry data used in connection with this Presentation may have been obtained from research, surveys
or studies conducted by third parties, including industry or general publications. Neither RFG nor its representatives have
independently verified any such market or industry data provided by third parties or industry or general publications.
NO RESPONSIBILITY FOR CONTENTS OF PRESENTATION
To the maximum extent permitted by law, RFG, its related bodies corporate and their respective directors, officers,
employees, agents, advisers & representatives:
Make no representation, warranty or undertaking, & accept no responsibility or liability, express or implied, as to the
adequacy, accuracy, completeness or reasonableness of this Presentation or any other written or verbal
communication transmitted or made available to any recipient hereof;
Make no representation, warranty or undertaking, express or implied, in connection with the existing or potential
turnover or financial viability of any particular existing or potential Donut King, Michel's Patisserie, Brumby's Bakery,
Esquires Coffee, Gloria Jean's Coffee, Cafe2U, The Coffee Guy, Pizza Capers Gourmet Kitchen, Rack 'em Bones BBQ
Ribs or Crust Gourmet Pizza Bar outlet. Interested parties (including franchisees & potential franchisees) must make
their own investigations & satisfy themselves as to the existing or potential turnover or financial viability of any existing
or potential outlet as aforesaid (as the case may be) on the basis of their own investigations & independent legal,
financial & commercial advice; and
Accept no responsibility for any errors in, or omissions from, this Presentation, whether arising out of negligence or
otherwise.
OPERATIONAL METRICS
Unless otherwise specified, all operational metrics (SSS, CC, ATV) provided in this Presentation are based on unaudited
reported sales by franchisees amongst stores trading, in the case of a half year, a minimum 23 of 26 weeks, & in the case
of a full year, a minimum 46 of 52 weeks, vs unaudited reported sales by franchisees against same stores trading a similar
number weeks during the comparable preceding period (as the case may be).
PAST PERFORMANCE
Information on past performance is given for illustrative purposes only and should not be relied upon as (and is not) an
indication of the Company's views on its future financial performance or condition including future share price performance.
Past performance of the Company cannot be relied upon as an indicator of (and provides no guidance as to) future
Company performance.
FORWARD-LOOKING STATEMENTS AND RISKS
This Presentation includes certain statements, including but not limited to, opinions, estimates, projections, guidance &
forward-looking statements with respect to future earnings and performance of RFG as well as statements regarding RFG's
plans, strategies and the development of the market. These forward-looking statements are not historical facts but rather
are based on RFG's current expectations, estimates and projections about the industry in which RFG operates, and beliefs
and assumptions. Forward-looking statements include those containing words such as 'anticipate', 'believe', 'expect',
'project', 'forecast', 'estimate', 'likely', 'intend', 'should', 'could', 'may', 'target', 'plan', 'consider', 'foresee', 'aim', 'will' and
other similar expressions.
These statements are not guarantees of future performance and are based on, & are made subject to, certain assumptions
and contingencies which may not prove to be correct or appropriate. Actual results, performance or achievements may be
materially affected by changes in economic & other circumstances which may be beyond the control of RFG.
Readers are cautioned not to put undue reliance on forward-looking statements, which reflect the view of RFG only as of
the date of this Presentation, particularly in light of the current economic climate. Except to the extent implied by law, no
representations or warranties are made by RFG, its related bodies corporate and their respective directors, officers,
employees, agents, advisers and representatives that any projection, forecast, calculation, forward-looking statement,
assumption or estimate contained in this Presentation should or will be achieved or that actual outcomes will not differ
materially from any forward-looking statements. The forward-looking statements are based on information available to RFG
as at the date of this Presentation.
Except as required by law, RFG undertakes no obligation to publicly update or review any forward-looking statements,
whether as a result of new information, future events or results or otherwise.
INVESTMENT RISKS
An investment in RFG is subject to investment risks including possible loss of income and principal invested. RFG does not
guarantee any particular rate of return or the performance of RFG. Please refer to the "Key Risks" provided on pages 21 to
27 of this Presentation for a non-exhaustive summary of certain general and Company-specific risk factors that may affect
RFG. An investment in shares is subject to investment and other known and unknown risks, some of which are beyond the
control of the Company, including possible loss of income and principal invested. The Joint Lead Managers and the
Company do not guarantee any particular rate of return or the performance of the Company, nor do they guarantee the
repayment of capital from the Company. In considering an investment in the Company's securities, investors should have
regard to (amongst other things) the disclaimers outlined in this document and any announcements with the ASX by the
Company.
IMPACT OF CORONAVIRUS (COVID-19)
The COVID-19 pandemic and the measures undertaken to contain it have materially changed the global economic outlook,
directly and or indirectly causing large-scale economic disruption in all markets the Group operates in. The economic
disruption could lead, and in some cases has led, to elevated levels of credit losses from business insolvencies and ongoing
disruption to trading conditions, including supply chain disruption or delay and inflationary pressures. In an attempt to
mitigate the direct or indirect economic effect of COVID-19, governments, regulators and central banks have offered
significant fiscal and regulatory support in FY20 & FY21 to assist certain businesses to remain liquid and solvent, and to
support employees and the unemployed. Some residual government & industry support measures continued after this time.
The extent to which these efforts will reduce the adverse effects, direct and indirect, of COVID-19 remains uncertain.
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