Royal Wessanen nv

Q1 2012 roadshow

Q1 published: 27April 2012

www.wessanen.com

Rabobank International “Made in Benelux”

Consumer Staples Investor Conference

Starhotels Rosa Grand Friday 29 June 2012

2

Royal Wessanen in a nutshell• Leading European organic food player

• Pioneering brands | well-managed supply chain | Indulgence & Nutritional

• Bjorg | Clipper | Zonnatura | Tartex | Allos | Bonneterre | Kallo | De Rit | Whole Earth

Organic market

• Attractive part of food market | growing | low per capita consumption | €21bn sized

• Organic means no colouring/flavouring | GMO-free | no artificial fertilisers

• Unique certification system | grown and processed according to EU regulation

• Turnover €706mln (2011) | EBITE €24mln | >2,100 employees

• Mcap - ca €170mln | No of shares outstanding - 76mln

• Dividend policy: 35-45% pay-out of net result, excluding major non-recurring effects

• Two-tier board | CEO Piet Hein Merckens (1962) & CFO Ronald Merckx (1967)

3

FY2011 overviewRevenue

244

248

113

113

Grocery HFS FF ABC

EBIT before exceptionalsexcl non-allocated

18,0

5,0

2,3

9,9

Grocery HFS FF ABC

FTEs (at year end)

379

639501

416

63

Grocery HFS FF ABC HQ

Avg Capital Employed (in € mln)

63

84

51

40

11

Grocery HFS FF ABC HQ

€706mln €24mln

1,998 €248mln

4

Content

Page

5. History

7. Markets

9. What is organic?

10. Vision, mission, strategy

17. Business principles / sustainability

23. Segments

35. Q1 2012

5

A long and rich history2015 will mark 250th anniversary of Wessanen

1765 - Incorporated around river De Zaan

– Adriaan Wessanen started to trade in mustard, canary and other seeds Around 1910 first consumer products such as oatmeal and cocoa

1913 - Distinguished title Royal

1959 - Listed on Euronext Amsterdam Seventies, eighties, nineties - range of acquisitions, such as

1993 - Merger Bols and Wessanen (split 1998) 2000/01 – Acquisition of Distriborg, Zonnatura and Natudis 2010 - Divestment Tree of Life, Inc

2009 - Strategic reorientation focus on organic food in Europe

2012 - To make our organic brands most desired in Europe

6

0

400

800

1200

1600

2009 2010 2011 2011 ProForma

Clipper (March '12)

KK, LR, Righi

TOL NA

PANOS

ABC

Frozen Foods

Kalisterra

Tree of Life UK

HFS

Grocery

66

Transformation 2009-2011

712 706

1,586

694

In € mln

7

Attractiveness organic food markets

An attractive and growing segment- <3% of total European food market

Market size €21 bn in 2011 growth est. 6%

Increasing consumer appreciation

Still low per capita consumption

– European Union <€30> p.a.

Consumers increasingly convinced of benefits of organic food- Health, taste and environment

Grocery and HFS channels developing at different growth path

8

Per capita consumption (est.) (per annum)

European Union €30

Our export markets• Switzerland €150• Denmark €140• Austria €115• Sweden €85• Spain €20 Own operations• Germany €75• France €55• Netherlands €50• Belgium €40 • UK €30• Italy €25

9

What is organic?!

Strict criteria to be allowed to be labelled organicDemonstrably free from GMO, pesticides and growth hormonesStrict rules on animal welfareSevere restrictions on fertilisers, herbicides and pesticidesSevere restrictions on additives and processing aids

All about being produced and processes in line with organic principles

Organic products promote health and well-being

Holding benefits for the plane and future generations

All about nutrition and taste !

Organic food is controlled by a unique European certification system

“Sustainability is an essential and

natural part of our daily work.”

10

Our Vision

“To make our organic brands most desired in Europe”

GROCERY HEALTH FOOD STORES

11

Wessanen’s Strategy

ECONOMIC LOGIC Preferred brands that can

command a premium European scale (COGS,

innovation, expertise)

VEHICLES Own/build organic

pioneering brands in all relevant food channels

Focus on sizeable, growing markets and categories where organic creates value

Acquire businesses with strong brands and European potential

DIFFERENTIATORS Preferred brands and impactful innovation Superior product quality Orchestration of a fast, flexible and efficient value chain We are Europe’s No 1 and committed to Organic: our people have

credibility and expertise (OEC) and we provide the most comprehensive thought leadership, service, consumer insight, product range

ARENAS Healthy & sustainable nutrition through organic food in Europe

STAGING Boost growth of current

business and resolve ‘big bets’ (OGSM!)

At least one major acquisition p.a.

Divest non-core businesses at sensible speed

12

Strategic objectives 2012-14

Strategic focus Activities

Topline growth • Grow core brands• Grow core categories• Build strongholds in new markets• Country specific growth strategies• Launch fewer, bigger, better innovations• Execute acquisitions shortlist

Profitabilityimprovement

• Central sourcing savings• Pricing strategies towards customers• Improve operational excellence with SAP• Filling own factories

Enablers • Improve talent performance management / building connected leadership

• Simplify how we are conducting business• Activate Organic Expertise Centre (OEC), integrate Quality

13

Financial Holding

A more integrated, centrally steered business

Strategic Architect

Strategic Orchestrator

Operator

Financial

Strategic guidelines

Strategic development

Operational

Stand-alone business

Shared skillsShared

business systems

Same business systems

Degree of Business Integration

Natu

re o

f C

orp

ora

te G

uid

an

ce

Wessanen in

transit

ion

Maximise value creation by

adapting governance model, decision rules and

effciency and effectiveness HQ support functions

14

Link to Performance Management

Corporate OGSM

County and Functional OGSM

Align to individual objectives and development plans

Strategies & Goals

(Top-Down)

Performance Feedback

(Bottom-Up)

Linking corporate level goals to country and functional goals, and ultimately to the individual

Downwards providing clear and definitive direction to supporting functions and employees

Bottom-up providing feedback on the resources and timing required to accomplish the strategies

OGSM to align plans and objectives

15

Brands in

Grocery

Roadmap focused on 3 business models

DescriptionDescription

Sourcing/developing, marketing and selling of own brands to grocery

• Including distribution to distribution centers and/or stores

Countries, Brands & EntitiesCountries, Brands & Entities

France: BjorgBenelux: Zonnatura, Biorganic, MerzaUK: Kallo, Whole Earth, ClipperGermany: Whole Earth, Culinessa, BjorgItaly: Bjorg

Sourcing/developing, marketing and selling of own brands to HFS

• Via wholesaler in Germany• Direct to stores (France, NL)

France: Bonneterre, EvernatNL: Ekoland, De Rit,Germany: Allos, Tartex, De RitBrands

in HFS

Sourcing, category management, sales and distribution to HFS stores

• Focus on full range (ambient and fresh) of products and high share of products per store

France: Bonneterre, BiodistrifraisNL: Natudis, KroonBelgium: Hagor

NL: GooodyFooods, Natuurwinkelstore franchise concepts

Whole-sale

in HFS

BusinessBusiness

16

Driving our brands in 2 channels

Profile

Developmen

Opportunity

WessanenFocus

Health Food Specialty Stores Grocery Retail

Small, independent, large exclusively organic assortment

Concentration, modern formats

Attract & activate mainstream consumers, innovative concepts

Professional chains, organic core assortment

Dedicated shelf results in strong growth

Build credibility and profile through strong organic ranges

Building powerful brands, large ranges,moving from push to pull marketing

Wholesale (NL, BEL, FR)

Retail formulas (NL)

Aggressive growth, powerful in-store marketingFocus on fewer, bigger brands

All countries

Profile

Development

Opportunity

WessanenFocus

17

Wessanen Business principles

Compliance with laws: being a responsible partner in society, acting with integrity towards all stakeholders and others who can be affected by our activities

Environment: in line with commitment to sustainable development, we will do all that is reasonable and practicable to minimise adverse effects on the environment

Product safety: we aim at all times to supply safe products and services

Free market competition: we support free market competition as basis of conducting business; we observe applicable competition laws and regulations

Child, bonded and forced labour: under no circumstances we are making use of forced or bonded labour; we do not employ children in violation of relevant conventions of ILO

Human rights: we support and respect human rights and strive to ensure that our activities do not make it an accessory to infringements of human rights

We expect suppliers and business partners to comply with the above principles

18

Wessanen’s supply chain

19

Palm oil - member RSPO

• Palm oil is important, versatile raw material for food

– Only be cultivated in tropical areas of Asia, Africa and South America

– Concerns that demand causing expansion of plantations into eco-sensitive areas

• Since March 2011 Member of Roundtable on Sustainable Palm Oil (RSPO)

– Global multi-stakeholder initiative

– Encouraging sustainable production/use palm oil

– Wessanen commits to organisation’s objectives

• In 2011, we developed policy to govern palm oil sourcing and guidelines for

implementation in partnership with our suppliers

• Committed to switching palm oil to RSPO certified sustainable palm oil during 2012-13

– RSPO certified segregated palm oil for organic

– GREEN PALM certificates for conventional

20

Commitment to minimise environmental impact

Committed to minimising impact on environment by measuring and monitoring the effects of our operations

All our organic products are free of GMO

We are working on reducing our CO2 footprint and usage of water

Additionally, organic products do not use pesticides, therefore contributing to a decrease

ISO 14001 is an internationally recognised standard for embedding processes to analyse and reduce our impact on the environment

Additional information at www.wessanen.com for

sustainability, such as

GRI G3 table | Performance fact sheet

21

Organic Expertise Centre (OEC)

We established our internal expertise - named OEC - in 2010 To stimulate exchange of knowledge / experience that is widely available

within Wessanen To educate and inspire our internal / external stakeholders in organic

values

Specialists join forces and work on pan-European issues

To legitimise our position in organic world by championing the organic case

Focal areas will be: Training (incl. training package for newcomers) and founding Organic

Academy Knowledge building by teaming up with external researchers and

experts Lobbying to promote organic food Communication for more general awareness / knowledge of organic food

22

Employee engagement 2012 Leadership development programme

Top-70 Focus on strategy execution, connected leadership

Employee turnover is key focus area

Competency model deployed Defines behaviour expectations for all employees Translates ambitions/values into behaviour

conventions and skills

0

40

80

120

2009 2010 2011

Injury severity rate

0%

25%

50%

75%

100%

Executives Managers Associates

Men Women

0

2

4

6

8

2009 2010 2011

Injury frequency rate

23

Segments

24

24,722,3

Revenue breakdown per segment

53,9

70,6(5.1)%

HFS

Autonomous third party revenue growth

66,4

61,8

5.8%

Grocery

Autonomous third party revenue growth

27,827,0

3.0%

Frozen Foods

Autonomous third party revenue growth

6.5%

ABC

Autonomous third party revenue growth

25

• Improve talent performance management / building connected

leadership

• Simplify how we are conducting business

• Activate Organic Expertise Centre, integrate Quality

Enablers

• Central sourcing savings

• Pricing strategies towards customers

• Improve operational excellence with SAP

• Filling own factories

Profitability

improvement

• Grow core brands

• Grow core categories

• Build strongholds in new markets

• Country specific growth strategies

• Launch fewer, bigger, better innovations

• Execute acquisitions shortlist

Topline growth

ActivitiesStrategic focus

• Improve talent performance management / building connected

leadership

• Simplify how we are conducting business

• Activate Organic Expertise Centre, integrate Quality

Enablers

• Central sourcing savings

• Pricing strategies towards customers

• Improve operational excellence with SAP

• Filling own factories

Profitability

improvement

• Grow core brands

• Grow core categories

• Build strongholds in new markets

• Country specific growth strategies

• Launch fewer, bigger, better innovations

• Execute acquisitions shortlist

Topline growth

ActivitiesStrategic focus

Grocery

• Autonomous revenue growth 5.8%– Volume 3.6%, price/mix 2.2%

• Grow core brands and categories– Bjorg gaining market share– Whole Earth spreads (UK) performing well– Kallo soy milk (UK) reversing downward trend– Whole Earth, Bjorg and Culinessa growing in Germany– Gayelord Hauser strong performance (promotion driven)– Dutch Biobest shelf progressing well

• Increased marketing spending – Bjorg TV commercial– Zonnatura follow-up campaign (radio, billboards)

• EBIT decreased due to:- Increased marketing, warehouse, transportation and ICT costs

- Partly phasing, partly temporarily, partly structural - Despite higher volumes and gross margin up

Topline growth

Profitabilityimprovement

26

Grocery examples of activation

Yearly award magazine „Lebensmittel Praxis“Whole Earth Inka Taler (4 varieties)Criteria based on:Quality/Design/Distribution/Communication/Sustainability

Kallo soy launch activityDairy alternatives key categoryKallo core brand, phased out So Good

Bjorg commercialBased on success of Q2 airing, repeated in SeptemberResults: increased awareness, higher sales

27

Clipper

• UK based tea and coffee company

– Founded in 1984

• 100% branded business

– Tea, coffee, hot chocolate

– Grocery, HFS, food service, export

• Leading position in UK organic & fair trade tea

– Everyday, green, white, infusion, specialties

• Revenue £16mln, ca 90 employees

• Manufacturing plant (incl. blending) in Dorset (UK)

• Tea is one of our core categories

• Clear potential in UK as well as other European markets

28

29

HFS

• Autonomous revenue growth (5.1)%– Volume (5.9)%, price/mix 0.8%

• Bonneterre (Fr) declined at wholesale and branded, while Bio-Distrifrais reported stable sales

– SAP implementation at Bonneterre early 2012 went well

• German sales stable – Allos slightly declining, Tartex and Export both growing– Tartex continues to gain traction within HFS channel

• Benelux operations showed mixed performance– Continued impact of previously lost customers – Benefitted from previously opened GooodyFooods stores, newly

gained customers– Fresh wholesaler Kroon increasing volumes, moved to premises

Vroegop-Windig– New managing director and finance director

• Operating result lower than last year– Lower volumes and increased operating expenses both contributed

• Improve talent performance management / building connected

leadership

• Simplify how we are conducting business

• Activate Organic Expertise Centre, integrate Quality

Enablers

• Central sourcing savings

• Pricing strategies towards customers

• Improve operational excellence with SAP

• Filling own factories

Profitability

improvement

• Grow core brands

• Grow core categories

• Build strongholds in new markets

• Country specific growth strategies

• Launch fewer, bigger, better innovations

• Execute acquisitions shortlist

Topline growth

ActivitiesStrategic focus

• Improve talent performance management / building connected

leadership

• Simplify how we are conducting business

• Activate Organic Expertise Centre, integrate Quality

Enablers

• Central sourcing savings

• Pricing strategies towards customers

• Improve operational excellence with SAP

• Filling own factories

Profitability

improvement

• Grow core brands

• Grow core categories

• Build strongholds in new markets

• Country specific growth strategies

• Launch fewer, bigger, better innovations

• Execute acquisitions shortlist

Topline growth

ActivitiesStrategic focus

Topline growth

Profitabilityimprovement

30

HFS examples of activation

New GooodyFooods storeOpened early October in Zaandam5 stores open, new ones in the pipeline

Allos cookiesNew range of cookies launchedAvailable in German HFS stores

31

Frozen Foods

• Autonomous revenue 3.0%

– Volume 1.0%, price/mix 2.0%

– Private label, out-of-home and foodservice sales increased,

whereas retail sales were about stable

• Customers continue to focus on price in Dutch retail and out-of-home

food markets, resulting in a competitive environment and difficulties in

passing on commodity cost prices, especially for private label

• EBIT decreased to €0.1 million mainly due to increased

raw material prices

• Marketing spending in line with last year

• We successfully launched a new concept ‘Broketje’,

thereby also creating entries at new customers

32

Frozen Food examples of activation

Bicky Double Chicken burgerIntroduced in October in Belgian out-of-homeFurther extension Bicky rangeNewly designed carton boxSupported by TV commercials and online campaign

Online campaign in Flanders (Dutch) and Wallonia (French)

33

ABC

• Revenue +6.5% (price/mix 7.7% and volume (1.2)%)

• Cocktail business about stable

– Further expanding distribution, increase Daily’s marketing

spending, grow in-store displays and introducing new products

– Competition increasing: new players entering RTD pouches

market, which we consider a normal pattern given its growth

• Juices up driven by Little Hug and single serves

– Despite impact pruning low-margin products

• EBIT up as mixture increased marketing spending, increased

gross contribution (more favourable product mix) and

beneficial impact of low-margin product pruning

34

ABC examples of activation

35

Q1 2012

36

16%

14%

39%

31%

GroceryRevenue €66.4 mlnEBIT €4.8 mln

Revenue Q1 - €171 mln

Frozen FoodsRevenue €27.8 mlnEBIT €0.1 mln

HFS (Health Food Stores)Revenue €53.9 mlnEBIT €0.6 mln

Non-allocated & eliminationsRevenue € (2.2)mlnEBIT € (3.4)mln

ABCRevenue €24.7 mlnEBIT €0.9 mln

37

Q1 2012 key figures

In € mln Q1 2012 Q1 2011

Revenue ¹ 170.6 178.8

Autonomous growth 1.3%

Gross contribution 65.8 65.8

As % of revenue 38.6% 36.8%

Normalised EBIT ¹ 3.0 7.0

As % of revenue 1.8% 3.9%

EBIT ¹ 3.0 8.1

Net result ² 1.5 4.5

Earnings per share (EPS) ² 0.02 0.06

Operating cash flow ¹ (5.8) (5.2)

¹ Continuing operations; ² Attributable to Wessanen equity holders

38

Q1 highlights

• Continued to set further steps on our transformational journey to build our European organic business

• Witnessed comparable trends as seen last year– European consumer confidence remains low– The economy subdued– Organic food market developed relatively

favourably

• Gross margin up– Due to Grocery, ABC and HFS– Central sourcing initiatives and pricing discipline

• EBIT declining, due to step up in costs

• Increased marketing investments

• Acquisition Clipper, UK market leader in organic and fair trade tea

8,1

3,0

7,0

3,0

Q1 11 Q1 12

170,6

178,8

1.3%

EBIT (in € mln)

Revenue (in € mln)

Reported, Normalised

Autonomous third party revenue growth

39

Q1 figures per segment

Revenue Normalised EBIT

Q1 12 Q1 11 Q1 12 Q1 11

Grocery 66.4 61.8 4.8 5.9

HFS (Health Food Stores) 53.9 70.6 0.6 2.3

Frozen Foods 27.8 27.0 0.1 0.8

ABC 24.7 22.3 0.9 0.7

Non-allocated (2.2)* (2.9)* (3.4) (2.7)

Wessanen 170.6 178.8 3.0 7.0

* Eliminations for inter-segment revenue (between Grocery and HFS)

40

160

165

170

175

180

185

190

Q1 11 Volume Price/ mix Currency Clipper Divestments Q1 12

Bridge - revenue growth

(4.6)%

In € mln

(1.0)% 2.3% 0.7% (7.6)%

1.3%

Autonomous revenue growth

1.0%

€178.8 €4.1€(1.8) €1.3 €(13.8)€1.8 €170.6

41

160

165

170

175

180

185

190

Bridge - segment revenue growth

€170.6

In € mln

€(16.7)€4.6 €0.7€0.8€178.8 €2.4

42

Bridge - EBIT development y-on-y

0

5

10

Q1 11 Grocery HFS Frozen Foods ABC Corporate Q1 12

In € mln

€7.0 €3.0€(1.1) €(1.7) €(0.7)€0.2€(0.7)

43

Cash flow Q1

In € mln2.4 (27.5)

Sources

Uses

2.4

(19.3)

I ncrease of net debt

Net I nvestments

25.1

(8.2)

Cash flow from

earnings

I ncrease working capital

4444

Working capital

0

20

40

60

80

Q408

Q109

Q209

Q309

Q409

Q110

Q210

Q310

Q410

Q111

Q211

Q311

Q411

Q112

-40

-20

0

20

40

Q408

Q109

Q209

Q309

Q409

Q110

Q210

Q310

Q410

Q111

Q211

Q311

Q411

Q112

4 quarter average working capital

Q-on-q movement working capital

45

0

50

100

150

200

Q1 10 Q2 10 Q3 10 Q4 10 Q1 11 Q2 11 Q3 11 Q4 11 Q1 12

0

1

2

3

4

5

Q1 10 Q2 10 Q3 10 Q4 10 Q1 11 Q2 11 Q3 11 Q4 11 Q1 12

Net debt

Leverage ratio

€57.3 mln

1.6x

Net debt and leverage ratio

In € mln

46

Financials Q1 / guidance 2012

Financials Q1

Net financing costs €(0.9) mln (Q1 2011: €(0.6) mln)

Income tax expenses €(0.8) mln (Q1 2011: €(3.0) mln)

Capex €(2.0) mln (Q1 2011: €(2.5) mln)

Guidance FY2012

Net financing costs €(3-4) mln

Effective tax rate around 30-40%

Capex about €12-14 mln

Depreciation and amortisation about €15 mln

Non-allocated expenses (incl. corporate) around €12-13 mln

Royal Wessanen nv

www.wessanen.com