China Mengniu Dairy : Proposed Acquisition of the Entire Share Capital of Bellamy’s Australia Limited by Way of a Scheme of Arrangement

CHINA MENGNIU DAIRY COMPANY LIMITED

(2319.HK)

Mengniu Announces Recommended Proposal

to Acquire 100% of Bellamy's Organic

September 2019

Legal Disclaimer

The presentation is prepared by China Mengniu Dairy Company Limited (the "Company") and is solely for the purpose of corporate communication and general reference only. The presentation is not intended as an offer to sell, or to solicit an offer to buy or to for many basis of investment decision for any class of securities of the Company in any jurisdiction. All such information should not be used or relied on without professional advice. The presentation is a brief summary in nature and does not purport to be a complete description of the Company, its business, its current or historical operating results or its future business prospects. This presentation contains projections and forward looking statements that may reflect the Company's current views with respect to future events and financial performance.

This presentation is provided without any warranty or representation of any kind, either expressed or implied. The Company specifically disclaims all responsibilities in respect of any use or reliance of any information, whether financial or otherwise, contained in this presentation. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

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Proposed Acquisition of Bellamy's Organic

Target

100% equity interest in Bellamy's Australia Limited ("Bellamy's Organic")

A leading Australian organic IMF and baby food company listed on the ASX

Acquisition Method

Scheme of Arrangement

Unanimously recommended by the Board of Bellamy's Organic

	Consideration		Cash consideration of AUD12.65 / share

	Conditions		Subject to approval by Bellamy's Organic shareholders, regulatory approvals and other customary
		conditions as outlined in scheme implementation deed

		Execution of Scheme Implementation Deed: 15 September 2019
Timetable		Scheme Meeting: 4 December 2019
		Implementation of Scheme: 24 December 2019

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Highly Complementary Acquisition for Mengniu

Perfect The proposed acquisition represents an important step in the execution of Mengniu's key Strategic growth strategy: achieving break-through growth in IMF and seeking overseas market

Fit expansion1

Attractive

Growth

Driver

Brand

value to be

unlocked

Complementary

Offering and

Channels

Organic IMF and baby food market represents a highly attractive growth opportunity for Mengniu

Tremendous value in the "Bellamy's Organic" brand and Mengniu is uniquely positioned to unlock its potential in China

Bellamy's Organic super premium / premium product offerings are highly complementary to Mengniu's existing portfolio and distribution channels

Margin

Profile Higher profitability profile of Bellamy's Organic will assist with improving Mengniu's overall Improvement margin profile

Note:	4
1. In addition to achieving high quality growth in the liquid milk business and fast scaling up of the cheese and fresh milk businesses

Mengniu's Growth Strategy

Maintain Healthy	Turn Around	Roll Out	Expand
Growth of Room	Ice Cream	New Businesses:	into Overseas Market
Temperature,	and	Fresh Milk and	with near-term focus
Chilled Business	IMF Business	Cheese Business	on SEA and
			Australia

• IMF is one of the largest and fastest growing dairy segments in China
• IMF's current contribution to Mengniu is still very low (c. 5%) comparing to other leading dairy players
• It is Mengniu's strategic objective to speed up the development of our IMF business and increase its contribution

• Enter into Australian market through indirect investment in Burra Foods in 2016
• Indonesia Yoyi C factory commenced operation in 2018
• Expand sales network in SEA

Proposed acquisition is in line with Mengniu's Growth Strategy in IMF market as well as overseas expansion plan

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