International continues to drive growth

JPJ Group plc 19 March 2019 Update
Download PDF

JPJ Group plc

International continues to drive growth

FY18 results

Travel & leisure

19 March 2019

Price

673p

Market cap

£500m

€1.167/£

Net debt (£m) at end FY18

287.1

Shares in issue

74.3m

Free float

95%

Code

JPJ

Primary exchange

LSE

Secondary exchange

N/A

Share price performance

%

1m

3m

12m

Abs

(6.5)

3.9

(19.6)

Rel (local)

(7.7)

(4.9)

(20.5)

52-week high/low

1,036p

590p

Business description

JPJ Group is a leading online gaming operator mainly focused on bingo-led gaming targeted towards female audiences. Excluding Mandalay, at Q418, 50% of revenues were generated in the UK.

Next event

Q119 results

May 2019

Analysts

Victoria Pease

+44 (0)20 3077 5740

Richard Williamson

+44 (0)20 3077 5700

JPJ Group plc is a research client of Edison Investment Research Limited

Driven by an impressive 42% organic growth in the Vera&John division, JPJ reported FY18 revenue growth of 10% to £319.6m with an EBITDA margin of 35.3%. International now comprises 43% of revenues and we expect this to increase as the company diversifies away from the UK. Cash generation remains strong and adjusted net debt/EBITDA has fallen from 3.6x in FY17 to 2.7x in FY18. Management is committed to a progressive dividend policy (once the ratio is sustainably below 2.5x) and would also consider share buybacks at that point. The stock is trading at the bottom of the peer group at 6.7x P/E and 8.2x EV/EBITDA for FY19e.

Year end

Revenue (£m)

EBITDA
(£m)

EPS*
(p)

DPS
(p)

P/E
(x)

Yield
(%)

12/17

304.7

108.6

103.9

0.0

6.5

N/A

12/18

319.6

112.7

118.5

0.0

5.7

N/A

12/19e**

318.6

95.8

101.0

40.0

6.7

5.9

12/20e

336.1

99.0

105.8

45.0

6.4

6.7

Note: *EPS are normalised, excluding amortisation of acquired intangibles, exceptional items and share-based payments. **Excludes Mandalay revenues for the entire year.

Geographic diversification

In line with the recent trading update, FY18 revenues increased 10% to £319.6m and EBITDA grew 9% to £112.7m. The growth was driven by a 42% increase in Vera&John revenues, as JPJ is successfully diversifying its business into international markets. At FY18, the UK comprised 57% of revenues, with other notable markets including Japan (13%), Spain (10%) and Sweden (8%). Following the sale of Mandalay, we expect the group to concentrate on its core Jackpotjoy brand in the UK, as well as further expand internationally. Management has reported double-digit revenue growth for the first two months of FY19 and trading is in line with expectations. Our forecasts remain unchanged, although we believe there could be upside from organic growth internationally.

Moving towards 2.5x adjusted net debt/EBITDA

Similar to prior periods, JPJ’s 94% cash conversion led to operating cash flow of £105.9m and the company ended the year with unrestricted cash of £84.4m. All the major earnouts have now been paid and net debt is reducing rapidly – the adjusted net debt/EBITDA ratio was 2.68x at FY18 vs 3.57x in FY17. Once this ratio is comfortably below 2.5x, management remains committed to introducing a progressive dividend policy and has further stated that it will consider share buybacks at that point. Our forecasts include dividends from this year.

Valuation: 6.7x P/E for FY19e

As a reflection of the uncertain regulatory environment, the UK gaming sector fell sharply in 2018 and JPJ is c 35% off last year’s highs. The shares now trade at only 6.7x P/E, 8.2x EV/EBITDA and 13.2% free cash flow yield for FY19, towards the bottom of the peer group. Given the international growth prospects, combined with steady net debt reduction, this seems unjustified in our view.

International drives growth

Results summary

Group revenues up 10%, driven by 42% growth in Vera&John

In line with January’s trading update, FY18 increased 10% y-o-y to £319.6m, with pressures in the UK fully offset by a 42% organic growth in Vera&John. Due to regulatory measures (specifically the closure of high value accounts), the Jackpotjoy divisional revenues were flat over the year, with a 6% decline in Mandalay and Jackpotjoy offset by growth in Botemania (Spain) and Starspins.

Average active customers per month grew 4% to 259,664 in FY18 vs the prior year and average real money gaming revenue per month increased 10% to £26.0m. This equates to monthly real money gaming revenue per average active customer of £100, a year-on-year increase of 6%.

Group adjusted EBITDA up 9% with a 35.3% margin

FY18 adjusted EBITDA was £112.7m, which represents a margin of 35.3% vs 35.6% in the prior year, demonstrating strong operational discipline in the midst of rising taxes and other regulatory burdens. With the benefit of its proprietary platform, Vera&John contributed EBITDA of £30.8m, which represents an EBITDA margin of 29.7% vs 24.6% in the prior year.

Outlook

Management has reported double-digit revenue growth in the first two months of FY19 and trading is in line with the JPJ’s expectations. On this basis, we are leaving our revenue and EBITDA forecasts broadly unchanged, although we believe there could be upside from international growth.

Jackpotjoy (68% of revenues)

UK revenues hit by regulatory challenges

During FY18, the UK gaming sector faced numerous regulatory challenges, including social responsibility, anti-money laundering and source of funds initiatives. As a result, the Jackpotjoy and Mandalay brands were both affected by the introduction of enhanced Responsible Gaming measures (from Q218) and the closure of a small number of high value accounts (VIPs). For the division as a whole, FY18 revenues were flat at £216m, with a 6% decline in Q418.

Nonetheless, sequential trends are encouraging with Q418 improving over Q318 in the UK. Management has also stated that the impact of closed accounts will begin to annualise during H219 and we believe that, provided there are no further regulatory challenges, the Jackpotjoy segment should return to single-digit revenue growth thereafter.

Botemania and Starspins now comprise 29% of divisional revenues with Spain (Botemania) contributing 10% to group revenues.

Disposal of Social and Mandalay

During the year, JPJ disposed of its social business for £18m cash and it has also completed the disposal of Mandalay to 888 Holdings in Q119 for a total consideration of £18m. As we discuss in our February update, the disposal of Mandalay should enable JPJ to focus on its core Jackpotjoy brand in the UK. Our FY19 figures exclude all revenues from Mandalay.

EBITDA to be affected by increase in remote gaming duty

In terms of profit, divisional EBITDA was £93.0m (43.1% margin, which compares to 45% in the prior year). Looking ahead, gaming taxes will rise from 15% to 21% from April 2019 and we forecast an EBITDA margin of c 36–37% going forward.

Gamesys: Not renewing anti-compete clause

As reported at Q318 the company continues to make progress with the internalisation of operational functions currently residing within Gamesys. As a reminder, JPJ currently pays for these operational functions at cost, which will rise by 25% from April 2020, if not internalised.

JPJ will also not be renewing the Gamesys non-compete clause (expiry in March 2019) because its own market-leading position is expected to fully withstand the potential competitive pressure from the launch of new challenger brands. This view is particularly reinforced by the current environment where smaller companies (or brands) are finding it harder to compete. We continue to believe the Gamesys-JPJ relationship is mutually beneficial and JPJ will continue to run its operations via the Gamesys platform.

Vera&John (33% of revenues)

JPJ has continued its impressive growth trajectory in international markets and Vera&John FY18 revenues increased by 42% y-o-y to £103.6m, equating to 40% in constant currency. Adjusted EBITDA was £30.8m, with a 29.7% margin, compared to a 24.6% margin in FY17.

This business benefits from a proprietary platform enabling increased scale, product differentiation and better cost control. Largely as a result of this strong performance, international revenues now comprise 43% of total revenues (including Botemania), which is line with JPJ’s strategy to expand beyond the UK. Excluding Mandalay revenues, international revenues comprised 50% of group revenues in Q418.

In terms of geographic spread, we note that Sweden only comprises 8% of revenues (which is now subject to 18% tax on gross gaming revenue). JPJ has been expanding in other “grey” markets such as Asia and Germany. This strategy has the advantage of producing higher cash (lower taxes) but there is the commensurate risk of clampdowns by governments. For example, the legal situation regarding online casino remains opaque in Germany.

Cash flow and balance sheet

EBITDA cash conversion of 94% produced an operating cash flow of £105.9m (post tax). Also benefiting from the disposal of the social business, JPJ ended the year with an unrestricted cash balance of £84.4m and adjusted net debt of £302.1m. Unadjusted net debt was £287.1m (excluding non-compete clause payments and a £4.5m contingent consideration) and the FY18 adjusted net debt/EBITDA ratio was 2.68x vs 3.57x at FY17.

We note that given the impact of taxes on the UK business, JPJ has written the final milestone payment to nil and therefore this will no longer be included in FY19 adjusted net debt (the only small adjusting factor will be a minor amount of non-compete payments ending in April 2020). We forecast unadjusted net debt of £215.7m at FY19 (adjusted net debt of £217.1m). This equates to an adjusted net debt/EBITDA of 2.3x.


Exhibit 1: Financial summary

£m

2015

2016

2017

2018

2019e

2020e

2021e

Year end 31 December

PROFIT & LOSS

Revenue

 

 

194.6

269.0

304.7

319.6

318.6

336.1

354.5

Cost of Sales

(101.4)

(130.7)

(147.5)

(158.9)

(173.1)

(183.2)

(191.8)

Gross Profit

93.3

138.3

157.2

160.7

145.4

153.0

162.6

EBITDA

 

 

70.4

102.2

108.6

112.7

95.8

99.0

104.6

Operating Profit (before amort. and except.)

70.1

101.6

108.2

112.2

95.3

98.5

104.1

Intangible Amortisation

(50.6)

(55.5)

(62.6)

(60.3)

(60.3)

(60.3)

(60.3)

Exceptional and other items**

(109.7)

(80.3)

(104.9)

(16.3)

0.0

0.0

0.0

Share based payments

(2.9)

(2.3)

(1.4)

(0.6)

(0.6)

(0.6)

(0.6)

Operating Profit

(93.1)

(36.5)

(60.8)

35.0

34.4

37.6

43.1

Net Interest

(24.0)

(18.1)

(30.0)

(19.5)

(14.0)

(13.0)

(12.0)

Profit Before Tax (norm)

 

 

46.1

83.5

78.2

92.7

81.3

85.5

92.1

Profit Before Tax (FRS 3)

 

 

(114.2)

(36.7)

(65.8)

18.5

20.4

24.6

31.1

Tax

(0.5)

0.1

(0.7)

(0.5)

(5.0)

(5.0)

(5.0)

Profit After Tax (norm)

45.5

83.6

77.5

92.3

76.3

80.5

87.1

Profit After Tax (FRS 3)

(114.8)

(36.7)

(66.5)

18.1

15.4

19.6

26.1

Average Number of Shares Outstanding (m)

61.2

71.2

73.9

74.2

75.0

75.5

76.5

EPS - normalised (p)

74.4

117.3

104.9

119.5

101.8

106.6

113.8

EPS - normalised and fully diluted (p)

 

73.1

112.6

103.9

118.5

101.0

105.8

112.9

EPS - (IFRS) (p)

(187.6)

(51.5)

(90.0)

19.5

20.5

25.9

34.2

Dividend per share (p)

0.0

0.0

0.0

0.0

40.0

45.0

48.0

Gross Margin (%)

47.9

51.4

51.6

50.3

45.7

45.5

45.9

EBITDA Margin (%)

36.2

38.0

35.6

35.3

30.1

29.5

29.5

Operating Margin (before GW and except.) (%)

36.0

37.8

35.5

35.1

29.9

29.3

29.4

BALANCE SHEET

Fixed Assets

 

 

674.3

652.3

595.9

521.9

447.1

390.3

333.4

Intangible Assets

668.8

648.8

589.0

514.7

438.3

380.0

321.7

Tangible Assets

0.2

0.9

1.3

2.2

3.7

5.2

6.7

Other long term assets

5.3

2.6

5.6

5.0

5.0

5.0

5.0

Current Assets

 

 

63.9

139.0

93.2

124.0

146.7

139.1

131.6

Stocks

0.0

0.0

0.0

0.0

0.0

0.0

0.0

Debtors (incl swaps)

25.6

62.0

26.0

30.5

30.0

32.0

32.0

Cash

31.8

68.5

59.0

84.4

105.7

95.1

87.6

Player balances

6.5

8.6

8.2

9.0

11.0

12.0

12.0

Current Liabilities

 

 

(54.3)

(154.9)

(98.5)

(52.3)

(38.0)

(36.0)

(36.0)

Creditors

(23.1)

(41.3)

(46.3)

(47.8)

(38.0)

(36.0)

(36.0)

Short term borrowings

(25.2)

(26.7)

(0.3)

0.0

0.0

0.0

0.0

Contingent consideration

(6.0)

(86.9)

(51.9)

(4.5)

0.0

0.0

0.0

Long Term Liabilities

 

 

(394.8)

(397.1)

(386.7)

(374.5)

(323.5)

(273.5)

(223.5)

Long term borrowings

(189.3)

(347.4)

(369.5)

(371.5)

(321.5)

(271.5)

(221.5)

Contingent consideration

(203.6)

(33.3)

(7.7)

0.0

0.0

0.0

0.0

Other long term liabilities

(2.0)

(16.4)

(9.4)

(3.0)

(2.0)

(2.0)

(2.0)

Net Assets

 

 

289.0

239.4

204.1

219.1

232.4

219.9

205.6

CASH FLOW

Operating Cash Flow

 

 

23.3

84.2

102.0

106.8

88.8

92.0

97.6

Net Interest

(24.0)

(17.5)

(30.9)

(19.5)

(14.0)

(13.0)

(12.0)

Tax

(0.5)

(1.2)

(1.0)

(0.8)

(5.0)

(5.0)

(5.0)

Capex

(2.5)

(2.5)

(3.2)

(5.3)

(4.0)

(4.0)

(4.0)

Acquisitions (incl earn-outs)

(355.6)

(156.3)

(94.2)

(55.3)

13.0

0.0

0.0

Financing

203.7

(29.6)

22.2

(2.3)

0.0

0.0

0.0

Dividends

0.0

0.0

0.0

0.0

(7.4)

(30.6)

(34.0)

Net Cash Flow

(155.6)

(122.9)

(5.2)

23.6

71.4

39.3

42.6

Opening net debt/(cash)

 

 

27.1

182.7

305.6

310.7

287.1

215.7

176.5

HP finance leases initiated

0.0

0.0

0.0

0.0

0.0

0.0

0.0

Other

0.0

0.0

0.0

0.0

0.0

0.0

0.0

Closing net debt/(cash)

 

 

182.7

305.6

310.7

287.1

215.7

176.4

133.9

NPV of outstanding earnouts/ other

 

209.5

140.8

76.6

15.0

1.4

0.0

0.0

Currency swaps

 

 

(4.7)

(38.2)

0.0

0.0

0.0

0.0

0.0

Adjusted net debt

 

 

387.5

408.1

387.3

302.1

217.1

176.4

133.9

Source: JPJ Group, Edison Investment Research

General disclaimer and copyright

This report has been commissioned by JPJ Group plc and prepared and issued by Edison, in consideration of a fee payable by JPJ Group plc. Edison Investment Research standard fees are £49,500 pa for the production and broad dissemination of a detailed note (Outlook) following by regular (typically quarterly) update notes. Fees are paid upfront in cash without recourse. Edison may seek additional fees for the provision of roadshows and related IR services for the client but does not get remunerated for any investment banking services. We never take payment in stock, options or warrants for any of our services.

Accuracy of content: All information used in the publication of this report has been compiled from publicly available sources that are believed to be reliable, however we do not guarantee the accuracy or completeness of this report and have not sought for this information to be independently verified. Opinions contained in this report represent those of the Edison analyst at the time of publication. Forward-looking information or statements in this report contain information that is based on assumptions, forecasts of future results, estimates of amounts not yet determinable, and therefore involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of their subject matter to be materially different from current expectations.

Exclusion of Liability: To the fullest extent allowed by law, Edison shall not be liable for any direct, indirect or consequential losses, loss of profits, damages, costs or expenses incurred or suffered by you arising out or in connection with the access to, use of or reliance on any information contained on this note.

No personalised advice: The information that we provide should not be construed in any manner whatsoever as, personalised advice. Also, the information provided by us should not be construed by any subscriber or prospective subscriber as Edison’s solicitation to effect, or attempt to effect, any transaction in a security. The securities described in the report may not be eligible for sale in all jurisdictions or to certain categories of investors.

Investment in securities mentioned: Edison has a restrictive policy relating to personal dealing and conflicts of interest. Edison Group does not conduct any investment business and, accordingly, does not itself hold any positions in the securities mentioned in this report. However, the respective directors, officers, employees and contractors of Edison may have a position in any or related securities mentioned in this report, subject to Edison's policies on personal dealing and conflicts of interest.

Copyright: Copyright 2019 Edison Investment Research Limited (Edison). All rights reserved FTSE International Limited (“FTSE”) © FTSE 2019. “FTSE®” is a trade mark of the London Stock Exchange Group companies and is used by FTSE International Limited under license. All rights in the FTSE indices and/or FTSE ratings vest in FTSE and/or its licensors. Neither FTSE nor its licensors accept any liability for any errors or omissions in the FTSE indices and/or FTSE ratings or underlying data. No further distribution of FTSE Data is permitted without FTSE’s express written consent.

Australia

Edison Investment Research Pty Ltd (Edison AU) is the Australian subsidiary of Edison. Edison AU is a Corporate Authorised Representative (1252501) of Myonlineadvisers Pty Ltd who holds an Australian Financial Services Licence (Number: 427484). This research is issued in Australia by Edison AU and any access to it, is intended only for "wholesale clients" within the meaning of the Corporations Act 2001 of Australia. Any advice given by Edison AU is general advice only and does not take into account your personal circumstances, needs or objectives. You should, before acting on this advice, consider the appropriateness of the advice, having regard to your objectives, financial situation and needs. If our advice relates to the acquisition, or possible acquisition, of a particular financial product you should read any relevant Product Disclosure Statement or like instrument.

New Zealand

The research in this document is intended for New Zealand resident professional financial advisers or brokers (for use in their roles as financial advisers or brokers) and habitual investors who are “wholesale clients” for the purpose of the Financial Advisers Act 2008 (FAA) (as described in sections 5(c) (1)(a), (b) and (c) of the FAA). This is not a solicitation or inducement to buy, sell, subscribe, or underwrite any securities mentioned or in the topic of this document. For the purpose of the FAA, the content of this report is of a general nature, is intended as a source of general information only and is not intended to constitute a recommendation or opinion in relation to acquiring or disposing (including refraining from acquiring or disposing) of securities. The distribution of this document is not a “personalised service” and, to the extent that it contains any financial advice, is intended only as a “class service” provided by Edison within the meaning of the FAA (i.e. without taking into account the particular financial situation or goals of any person). As such, it should not be relied upon in making an investment decision.

United Kingdom

Neither this document and associated email (together, the "Communication") constitutes or form part of any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, any securities, nor shall it or any part of it form the basis of, or be relied on in connection with, any contract or commitment whatsoever. Any decision to purchase shares in the Company in the proposed placing should be made solely on the basis of the information to be contained in the admission document to be published in connection therewith.

This Communication is being distributed in the United Kingdom and is directed only at (i) persons having professional experience in matters relating to investments, i.e. investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "FPO") (ii) high net-worth companies, unincorporated associations or other bodies within the meaning of Article 49 of the FPO and (iii) persons to whom it is otherwise lawful to distribute it. The investment or investment activity to which this document relates is available only to such persons. It is not intended that this document be distributed or passed on, directly or indirectly, to any other class of persons and in any event and under no circumstances should persons of any other description rely on or act upon the contents of this document (nor will such persons be able to purchase shares in the placing).

This Communication is being supplied to you solely for your information and may not be reproduced by, further distributed to or published in whole or in part by, any other person.

United States

The Investment Research is a publication distributed in the United States by Edison Investment Research, Inc. Edison Investment Research, Inc. is registered as an investment adviser with the Securities and Exchange Commission. Edison relies upon the "publishers' exclusion" from the definition of investment adviser under Section 202(a) (11) of the Investment Advisers Act of 1940 and corresponding state securities laws. This report is a bona fide publication of general and regular circulation offering impersonal investment-related advice, not tailored to a specific investment portfolio or the needs of current and/or prospective subscribers. As such, Edison does not offer or provide personal advice and the research provided is for informational purposes only. No mention of a particular security in this report constitutes a recommendation to buy, sell or hold that or any security, or that any particular security, portfolio of securities, transaction or investment strategy is suitable for any specific person.

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1,185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1,185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

General disclaimer and copyright

This report has been commissioned by JPJ Group plc and prepared and issued by Edison, in consideration of a fee payable by JPJ Group plc. Edison Investment Research standard fees are £49,500 pa for the production and broad dissemination of a detailed note (Outlook) following by regular (typically quarterly) update notes. Fees are paid upfront in cash without recourse. Edison may seek additional fees for the provision of roadshows and related IR services for the client but does not get remunerated for any investment banking services. We never take payment in stock, options or warrants for any of our services.

Accuracy of content: All information used in the publication of this report has been compiled from publicly available sources that are believed to be reliable, however we do not guarantee the accuracy or completeness of this report and have not sought for this information to be independently verified. Opinions contained in this report represent those of the Edison analyst at the time of publication. Forward-looking information or statements in this report contain information that is based on assumptions, forecasts of future results, estimates of amounts not yet determinable, and therefore involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of their subject matter to be materially different from current expectations.

Exclusion of Liability: To the fullest extent allowed by law, Edison shall not be liable for any direct, indirect or consequential losses, loss of profits, damages, costs or expenses incurred or suffered by you arising out or in connection with the access to, use of or reliance on any information contained on this note.

No personalised advice: The information that we provide should not be construed in any manner whatsoever as, personalised advice. Also, the information provided by us should not be construed by any subscriber or prospective subscriber as Edison’s solicitation to effect, or attempt to effect, any transaction in a security. The securities described in the report may not be eligible for sale in all jurisdictions or to certain categories of investors.

Investment in securities mentioned: Edison has a restrictive policy relating to personal dealing and conflicts of interest. Edison Group does not conduct any investment business and, accordingly, does not itself hold any positions in the securities mentioned in this report. However, the respective directors, officers, employees and contractors of Edison may have a position in any or related securities mentioned in this report, subject to Edison's policies on personal dealing and conflicts of interest.

Copyright: Copyright 2019 Edison Investment Research Limited (Edison). All rights reserved FTSE International Limited (“FTSE”) © FTSE 2019. “FTSE®” is a trade mark of the London Stock Exchange Group companies and is used by FTSE International Limited under license. All rights in the FTSE indices and/or FTSE ratings vest in FTSE and/or its licensors. Neither FTSE nor its licensors accept any liability for any errors or omissions in the FTSE indices and/or FTSE ratings or underlying data. No further distribution of FTSE Data is permitted without FTSE’s express written consent.

Australia

Edison Investment Research Pty Ltd (Edison AU) is the Australian subsidiary of Edison. Edison AU is a Corporate Authorised Representative (1252501) of Myonlineadvisers Pty Ltd who holds an Australian Financial Services Licence (Number: 427484). This research is issued in Australia by Edison AU and any access to it, is intended only for "wholesale clients" within the meaning of the Corporations Act 2001 of Australia. Any advice given by Edison AU is general advice only and does not take into account your personal circumstances, needs or objectives. You should, before acting on this advice, consider the appropriateness of the advice, having regard to your objectives, financial situation and needs. If our advice relates to the acquisition, or possible acquisition, of a particular financial product you should read any relevant Product Disclosure Statement or like instrument.

New Zealand

The research in this document is intended for New Zealand resident professional financial advisers or brokers (for use in their roles as financial advisers or brokers) and habitual investors who are “wholesale clients” for the purpose of the Financial Advisers Act 2008 (FAA) (as described in sections 5(c) (1)(a), (b) and (c) of the FAA). This is not a solicitation or inducement to buy, sell, subscribe, or underwrite any securities mentioned or in the topic of this document. For the purpose of the FAA, the content of this report is of a general nature, is intended as a source of general information only and is not intended to constitute a recommendation or opinion in relation to acquiring or disposing (including refraining from acquiring or disposing) of securities. The distribution of this document is not a “personalised service” and, to the extent that it contains any financial advice, is intended only as a “class service” provided by Edison within the meaning of the FAA (i.e. without taking into account the particular financial situation or goals of any person). As such, it should not be relied upon in making an investment decision.

United Kingdom

Neither this document and associated email (together, the "Communication") constitutes or form part of any offer for sale or subscription of, or solicitation of any offer to buy or subscribe for, any securities, nor shall it or any part of it form the basis of, or be relied on in connection with, any contract or commitment whatsoever. Any decision to purchase shares in the Company in the proposed placing should be made solely on the basis of the information to be contained in the admission document to be published in connection therewith.

This Communication is being distributed in the United Kingdom and is directed only at (i) persons having professional experience in matters relating to investments, i.e. investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "FPO") (ii) high net-worth companies, unincorporated associations or other bodies within the meaning of Article 49 of the FPO and (iii) persons to whom it is otherwise lawful to distribute it. The investment or investment activity to which this document relates is available only to such persons. It is not intended that this document be distributed or passed on, directly or indirectly, to any other class of persons and in any event and under no circumstances should persons of any other description rely on or act upon the contents of this document (nor will such persons be able to purchase shares in the placing).

This Communication is being supplied to you solely for your information and may not be reproduced by, further distributed to or published in whole or in part by, any other person.

United States

The Investment Research is a publication distributed in the United States by Edison Investment Research, Inc. Edison Investment Research, Inc. is registered as an investment adviser with the Securities and Exchange Commission. Edison relies upon the "publishers' exclusion" from the definition of investment adviser under Section 202(a) (11) of the Investment Advisers Act of 1940 and corresponding state securities laws. This report is a bona fide publication of general and regular circulation offering impersonal investment-related advice, not tailored to a specific investment portfolio or the needs of current and/or prospective subscribers. As such, Edison does not offer or provide personal advice and the research provided is for informational purposes only. No mention of a particular security in this report constitutes a recommendation to buy, sell or hold that or any security, or that any particular security, portfolio of securities, transaction or investment strategy is suitable for any specific person.

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1,185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

Frankfurt +49 (0)69 78 8076 960

Schumannstrasse 34b

60325 Frankfurt

Germany

London +44 (0)20 3077 5700

280 High Holborn

London, WC1V 7EE

United Kingdom

New York +1 646 653 7026

1,185 Avenue of the Americas

3rd Floor, New York, NY 10036

United States of America

Sydney +61 (0)2 8249 8342

Level 4, Office 1205

95 Pitt Street, Sydney

NSW 2000, Australia

Share this with friends and colleagues