New Zealand Coastal Seafoods : NZS To Acquire Kiwi Dreams International Limited

9 March 2020

NZCS Agrees to Acquire 100% of Nutraceutical Company Kiwi Dreams International Limited

Highlights

• NZCS has agreed to acquire 100% of New Zealand based nutraceutical ingredient developer and supplier, Kiwi Dreams International Limited ("KDI Ingredients", "KDI").
• Based in New Zealand, KDI Ingredients is a developer of innovative nutraceutical products and services including ingredient supply, quality and validation, as well as formulation and development.
• The Acquisition provides NZCS with immediate access to the lucrative value- added nutraceutical and pharmaceutical ingredient sector, with NZCS having the benefit of KDI's key suppliers, clients and technical intellectual property on settlement.
• Under the Acquisition Agreement, KDI Managing Director, Tony Dowd, will be contracted to NZCS for a minimum one day/week over a 12 month period, for the purposes of developing potential high value products including; Mussel Powder and Oils, Marine Based Collagens (Ling Maw and Fish Skin), Seaweed Extracts (Fucoxanthin) and Oyster Powder.
• The Acquisition follows the development of a NZCS Collagen Ling Maw nutraceutical product, and is in line with the Company's strategy to potentially expand revenues streams, by adding greater depth to the existing product line.
• The global nutraceutical market is considered a high growth market.
• The consideration for the Acquisition is 16 million ordinary fully paid shares in NZCS.

New Zealand Coastal Seafoods Limited (ASX: NZS) ("NZCS", the "Company") is pleased to announce that the Company has agreed to acquire 100% of the issued share capital of New Zealand based Nutraceutical Manufacturer and Developer ("Acquisition"), Kiwi Dreams International Limited from the shareholders of KDI (Tony Dowd, Grant Washington-Smithand Rinku Singh). Based in New Zealand, KDI Ingredients is a developer of innovative nutraceutical products and services including ingredient supply, quality and validation, as well as formulation and development.

PRINCIPAL AND	OPERATIONS	CONTACT
REGISTERED OFFICE	7 Bolt Place	E [e-mail]
Suite 5 CPC	Christchurch Airport	P [phone]
145 Stirling Highway	Christchurch 8053
Nedlands, WA	New Zealand	ASX CODE: NZS
Australia, 6009
ABN: 16 124 251 396		www.nzcs.co

KDI Ingredients was formed in December 2018 through the merger of two New Zealand companies; KDI Ltd of Nelson, founded by Tony Dowd in 2016, and CNS Biotechnology of Hamilton, co-founded by Grant Washington-Smith, also in 2016. In addition to having strong scientific backgrounds, Mr Dowd has developed a strong record for commercialisation success with early stage ventures, whilst Mr Washington-Smith has built a solid record of commercial success with retail products and branded ingredient launches.

Prior to establishing KDI, Mr Dowd was the CEO of Supreme Biotechnologies Ltd, specialising in the development, production and commercialisation of high value nutraceutical products. He is considered to be an expert in the field of compound extraction, production, blending and commercialisation of marine based nutraceutical product.

The Acquisition provides NZCS with immediate access to the lucrative value-added nutraceutical and pharma ingredient sector with NZCS having the benefit of KDI's key suppliers, clients and technical intellectual property on settlement. Under the Acquisition Agreement, KDI Managing Director, Tony Dowd will be contracted to NZCS for a minimum one day/week over a 12 month period for the purposes of developing potential high value products including; Mussel Powder and Oils, Marine Based Collagens (Ling Maw and Fish Skin), Seaweed Extracts (Fucoxanthin) and Oyster Powder.

Commenting on the acquisition, New Zealand Coastal Seafoods' CEO, Andrew Peti, said: "The acquisition of KDI Ingredients is an important step in NZCS's expansion strategy, as it will provide vertical integration with a nutraceutical ingredient developer and supplier. NZCS has recently recognised significant opportunities in the nutraceutical market, which it wishes to capitalise on. Through KDI Ingredients' key suppliers and intellectual property, coupled with a well-definedproduct development schedule, NZCS aims to expand into the high growth global nutraceutical market."

The Acquisition of KDI Ingredients follows the development of a NZCS Collagen Ling Maw nutraceutical product, and is in line with the Company's strategy to potentially expand revenues streams, by adding greater depth to the existing product line. Through the development of Nutraceutical projects, NZCS has recognised significant opportunities in this high growth market, with the global Nutraceutical market estimated at US $230.9 billion in 2018.1

1 https://www.bccresearch.com/market-research/food-and-beverage/nutraceuticals-global-markets. html

PRINCIPAL AND	OPERATIONS	CONTACT
REGISTERED OFFICE	7 Bolt Place	E [e-mail]
Suite 5 CPC	Christchurch Airport	P [phone]
145 Stirling Highway	Christchurch 8053
Nedlands, WA	New Zealand	ASX CODE: NZS
Australia, 6009
ABN: 16 124 251 396		www.nzcs.co

Terms of Acquisition

• The consideration for the Acquisition will be satisfied by the issue of 16 million ordinary fully paid shares in NZCS to the shareholders of KDI which will be subject to voluntary escrow for a period of 12 months from issue.
• The Acquisiton is conditional upon the satisfaction of standard conditions precedent including, but not limited to, the parties obtaining all required regulatory approvals, no material adverse effect having occurred in respect of KDI, NZCS and Mr Dowd entering into a consultancy agreement and NZCS and the KDI shareholders entering into voluntary restriction deeds in respect of the consideration shares. It is currently expected that completion of the Acquisition will occur within the next fortnight.
• The shareholders of KDI have agreed to standard restraints of trade and non-solicitation obligations.
• The Acquisiton Agreement also contains warranties, indemnities and other terms considered customary for a transaction of this nature.

Authorised by the Board of Directors

Further information:

Aldo Miccio

Executive Director, New Zealand Coastal Seafoods Limited.

Email:[e-mail]

Tel. [phone]

Jane Morgan

Investor Relations Advisor, Jane Morgan Management

Email: [e-mail]

Tel. [phone]

PRINCIPAL AND	OPERATIONS	CONTACT
REGISTERED OFFICE	7 Bolt Place	E [e-mail]
Suite 5 CPC	Christchurch Airport	P [phone]
145 Stirling Highway	Christchurch 8053
Nedlands, WA	New Zealand	ASX CODE: NZS
Australia, 6009
ABN: 16 124 251 396		www.nzcs.co

About New Zealand Coastal Seafoods

New Zealand Coastal Seafoods (NZCS) is a New Zealand based, ASX listed, secondary producerof seafood products and premium marine ingredients.

Harnessing the country's reputation for pure, pristine waters and fisheries provenance, NZCS utilise raw ingredients sourced from New Zealand's finest deep sea fishing companies, employinga nose-to-tailphilosophy to create a range of high-valueproducts.

The Company's mission is to share the sought-after flavours of sustainably-sourced, nutritious, healthy and organic goodness of New Zealand's seafood with Asian consumers, throughexpanding distributor, wholesale and consumer channels.

NZCS's growth strategy is focused on increasing production and sales of its flagship, collagen- rich, dried ling maw range and developing high-valueready-to-eat, FMCG products for export intonew and existing markets.

PRINCIPAL AND	OPERATIONS	CONTACT
REGISTERED OFFICE	7 Bolt Place	E [e-mail]
Suite 5 CPC	Christchurch Airport	P [phone]
145 Stirling Highway	Christchurch 8053
Nedlands, WA	New Zealand	ASX CODE: NZS
Australia, 6009
ABN: 16 124 251 396		www.nzcs.co