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1 1 1 FROZEN DRINKS ON DEMAND any type, any time August 2018 NiceVend Limited Initial Public Offering

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Page 1: NiceVend Limited · This presentation has been prepared by Nice-Vend Limited (“Nice-Vend”or “NiceVend”) in relation to a proposed sale of shares to certain investors who are

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FROZEN DRINKS ON DEMAND

any type, any time

August 2018

NiceVend Limited

Initial Public Offering

Page 2: NiceVend Limited · This presentation has been prepared by Nice-Vend Limited (“Nice-Vend”or “NiceVend”) in relation to a proposed sale of shares to certain investors who are

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This presentation has been prepared by Nice-Vend Limited (“Nice-Vend” or “NiceVend”) in

relation to a proposed sale of shares to certain investors who are sophisticated or professional

investors and wholesale clients (as those terms are defined in the Corporations Act 2001 (Cth)

(Corporations Act)).

This presentation does not constitute or form part of, and should not be construed as, an offer,

solicitation or invitation to subscribe for, underwrite or otherwise acquire, any securities of Nice-

Vend or any member of its group nor should it or any part of it form the basis of, or be relied on in

connection with, any contract to purchase or subscribe for any securities of Nice-Vend or any

member of its group, nor shall it or any part of it form the basis of or be relied on in connection

with any contract or commitment whatsoever.

This presentation is not a prospectus, product disclosure statement or other disclosure document

under Australian law (or any other law), and has not been lodged with the Australian Securities

and Investments Commission (or any other regulatory body in Australia or abroad). This

presentation is being made available to you on the basis that you are a person to whom a

disclosure document is not required under the Corporations Act in order to lawfully receive an offer

to subscribe for securities in Nice-Vend.

This presentation contains summary information about Nice-Vend and its activities, which is

current as at the date of this presentation. The information included in this presentation is of a

general nature and does not purport to be complete nor does it contain all the information which a

prospective investor should consider when making an investment decision. Each recipient of this

presentation should make its own enquiries and investigations regarding all information in this

presentation including but not limited to the assumptions, uncertainties and contingencies which

may affect future operations of Nice-Vend and the impact that different future outcomes may have

on Nice-Vend. This presentation has been prepared without taking account of any person’s

investment objectives, financial situation or particular needs. Before making an investment

decision, prospective investors should consider the appropriateness of the information having

regard to their own objectives, financial situation and needs, make their own assessment of the

information and seek legal, financial, accounting and taxation advice appropriate to their

jurisdiction in relation to the information and any action taken on the basis of the information.

The information included in this presentation has been provided to you solely for your information

and background and is subject to updating, completion, revision and amendment and such

information may change materially. Unless required by applicable law or regulation, no person

(including Nice-Vend) is under any obligation to update or keep current the information contained

in this presentation and any opinions expressed in relation thereto are subject to change without

notice. No representation or warranty, express or implied, is made as to the fairness, currency,

accuracy, reasonableness or completeness of the information contained herein. Neither Nice-

Vend nor any other person (including its shareholders, directors, officers and employees) accepts

any liability and Nice-Vend, its shareholders, its related bodies corporate and their respective

directors, officers and employees, to the maximum extent permitted by law, expressly disclaim all

liabilities for any loss howsoever arising, directly or indirectly, from this presentation or its

contents.

This presentation includes forward-looking statements that reflect Nice-Vend's intentions, beliefs

or current expectations concerning, among other things, Nice-Vend's results of operations,

financial condition, performance, prospects, growth, strategies and the industry in which Nice-

Vend operates. These forward-looking statements are subject to risks, uncertainties and

assumptions and other factors, many of which are beyond the control of Nice-Vend. Nice-Vend

cautions you that forward-looking statements are not guarantees of future performance and that

its actual results of operations, financial condition, performance, prospects, growth or

opportunities and the development of the industry in which Nice-Vend operates may differ

materially from those made in or suggested by the forward-looking statements contained in this

presentation. In addition, Nice-Vend does not guarantee any particular rate of return or the

performance of Nice-Vend nor does it guarantee the repayment or maintenance of capital or any

particular tax treatment. Investors should note that past performance may not be indicative of

results or developments in future periods and cannot be relied upon as an indicator of (and

provides no guidance as to) Nice-Vend's future performance. Nice-Vend, its related bodies

corporate and each of their respective directors, officers and employees and advisers expressly

disclaim any obligation or undertaking to review, update or release any update of or revisions to

any forward-looking statements in this presentation or any change in Nice-Vend's expectations or

any change in events, conditions or circumstances on which these forward-looking statements are

based, except as required by applicable law or regulation.

This presentation and any materials distributed in connection with this presentation are not

directed to, or intended for distribution to or use by, any person or entity that is a citizen or

resident or located in any locality, state, country or other jurisdiction where such distribution,

publication, availability or use would be contrary to law or regulation or which would require any

registration or licensing within such jurisdiction.

The distribution of this presentation in certain jurisdictions may be restricted by law and persons

into whose possession this presentation comes should inform themselves about, and observe any

such restrictions.

Currency translation

All figures in this presentation are expressed in US Dollars (unless expressly specified) and are

converted, where relevant, at an exchange rate of 0.75 USD/AUD.

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Disclaimer

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Table of Contents

3

Overview1

The Opportunity

The Business

2

3

5

Business Model

Table of Contents

6

7

8

Board & Management

Financials

The Offer

Reasons to Invest

4

5

6

7

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Page

4

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Innovative textured frozen beverage preparation technology

Founded in 2007 with ~US$14m spent on R&D & refinement

~$100bn global vending machine market

Manufacturing site in Israel with scalable outsourced OEM

Operational in field for >3 years, currently 200+ machines across 9 countries

Strong customer portfolio - global market leaders & distributors

200+

1. OVERVIEW

IPO capital to;• Further sales & marketing; • Fund inventory to meet demand; and• Develop counter-top model

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Food & beverage vending industry

~US$102bn in revenue in 2016 (4.0% growth)

20m machines globally (7m in USA); 1% are frozen related

Textured frozen beverage

equipment revenue

US$1.2bn in 2016 (6.0% growth)

Product types include traditional pour over models, auger machines & liquid/powdered autofill models

3 billion cups of frozen beverages sold in the USA (>8m per

day), ~ US$5.2 billion in sales.

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2. THE OPPORTUNITY

NiceVend’s technology is the only automatic, patented, on-demand frozen beverage preparation solution in the world

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Direct

Sale of quinzeemachine to a customer.

Supply agreement then secured with customer for FLAKESTM

products and ancillary supplies.

Revenue sharing

Lease or loan of quinzee machines to a customer.

Sale of FLAKES products & other consumables.

Revenues from sales are shared between the parties.

White labelling

Sale of quinzeemachines using the customer’s branding to consumers of beverage.

For customers with a strong established brand. Customers will also co-develop flavours for the quinzee machines & receive royalties

Service

Operation & service of vending machines.

Company will typically pay a fee or share revenues with the site owner where the machines are placed.

3. BUSINESS MODEL

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4. THE BUSINESS

4.(i) The quinzee™

>200 Machines deployed in 9 countries with >3 years field testing

Endless possible frozen drink combinations ~50 secs preparation

– Real Fruit (up to 95%) Smoothies

– Sugarless options

– Dairy & yoghurt

– Protein shakes, Energy Drinks

– Real Tea

– Iced coffee and many more

Patented and proprietary technology (CE, UL, IEC, ISI, FDA, USDA)

Vandal protected with front panel & weight of ~300kg

Automatic cleaning

Automated Data Exchange for auditing & data

Water filtering capability with eight flavours per machine

Internet connection for managing & data/technical control

The quinzee is a state of the art machine. NiceVend has solely developed the machine using over 400 parts, 30 plastic moulds, a unique electronic board & stainless steel body.

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World’s only textured frozen beverage fully automatic, on-demand vending machine

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Highly scalable production proven through Flextronics($10b Nasdaq company)

quinzee assembly line

4. (i) THE QUINZEE™ (CONT’D)

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Comparison table Auger machines

Blenders

Fully automatic ✘ ✘ ✔

Freshly prepared serving ✘ ✔ ✔

Wide variety of flavours and ingredients ✘ ✔ ✔

No constant human involvement required ✘ ✘ ✔

Allows sugarless blends options ✘ ✔ ✔

Low energy consumption ( when idle ) ✘ ✔ ✔

Automatic cup and straw dispensing ✘ ✘ ✔

Homogenised texture ✘ ✔ ✔

Continuous preparation ✘ ✘ ✔

Ability to send and receive data over the internet ✘ ✘ ✔

Efficient Food cost measurement ✘ ✘ ✔

Computerised control ✘ ✘ ✔

4. (i) THE QUINZEE™ (CONT’D)

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SPECIALLY FORMULATEDtailored for quinzee (suitable for other lines of frozen drinks)

UNIQUE FROZEN TEXTUREreal fruit content (up to 95%), consistent taste, packaging, branding & positive customer feedback

PRE-ENGINEERED4 litre FLAKES supply custom fit to quinzee machines

HOMOGENISATION & PASTEURISATIONpasteurised filling ensures quality texture & long shelf life

RFID TECHNOLOGY PLANNED to ensure authenticity & continued purchase

DEVELOPED UNIQUE FLAVOURSin use by multinationals and market leaders

FLAKES line of products ensures aunique

premium quality & taste

4. (ii) INGREDIENTS

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A selection of currently available flavours:

Almost any flavour and ingredient base is possible including protein, low calorie and real fruit varieties.

4. (ii) INGREDIENTS (CONT’D)

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Tel Aviv beach(operated by NiceVend)

New South Wales(operated by Caltex Australia)

Florida University(operated by Canteen)

quinzee machines have now been sold to distributors/customers in the USA, Greece, Germany, Italy, South Africa, Israel, Australia, Puerto Rico and Trinidad

4. (iii) CUSTOMER TRIALS

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Wissotzky invested US$0.5m in May 2018 with an option for a further US$1.5m

NiceVend developed 15 unique flavours for Wissotzky

4 branded quinzee machines, placed in various locations around Israel

Wissotzky chose NiceVend to rollout with Hotels, Restaurants and Cafes from July 2018:

✓ 200 auger machines leased

✓ Exclusive purchase of ingredients

✓ 2018 contribution to revenue: $1.25m with operating profit of $0.35m

• Wissotzky is Israel’s largest tea company with over 75% mkt share

• Wissotzky aims to widen its market segments and to present high quality, real tea, frozen beverages concept/segment.

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4. (iii) TRIALS (CONT’D)

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Collaboration to produce the “NutriChill” quinzee machine, a white-labelled Weider vending machine for a variety of frozen protein-based beverages

Purchased more than 40 machines

Soft launched in Arizona, currently building go-to-market operational plan

NiceVend will start operating Weider’s Nutrichillmachines in Miami, FL in Q3 2018

Significant pipeline of other collaborations & trials well progressed

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• Weider is a USA product manufacturer of active nutrition products operating for 80+ years

• Weider sells in >120 countries (takeover by RB in 2012 for $1.4b)

4. (iii) TRIALS (CONT’D)

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ContractMachines supplied/sold to date

Estimated opportunity

Current stage Company

US schools 2 >100,000

• Catalyst: Obama legislation, on approved list (USDA)• Gilly Vending appointed as distributor• Gilly is the largest independent vending company in US• Negotiation for LARGER trial underway

Weider 45 >20,000• Purchased 45 machines with their own branding• Nutrichill machines operating in Miami starting Q3 ‘18

Caltex 25>800 • Trial in retail store front

• Installation in QLD & NSW

Wissotzky205 (including auger machines)

>500• Trial successful• NiceVend developed a line of 15 flavours • Invested in NiceVend in May 18 to deepen relationship

Israel Army 30 >50• Relationship created predominately for testing, R&D

refinement for over 3 years in field

Other world customers

2(In discussions)

the vending market

• Multiple trials are in the early stages of discussion & negotiation; orders expected to follow

4. (iv) CUSTOMERS (MAJOR CONTRACTS)

Total quinzees in field: 225

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Current frozen drinks preparation methods include either an auger machine or a stand-alone blender (e.g. Boost Juice)

No system offers automatic, frozen drinks on-demand for the counter-top markets (food service & Hotel/Restaurant/Café)

NiceVend’s counter top machine addresses this & will target the very large market in Hotel/Restaurant/Café & other foodservice/catering segments

US$1.2b sales of textured frozen beverage equipment & US$3b annual serving of textured frozen beverages sold in the USA alone (US$5.7b revenues); highest growth in the food & beverage sector

Leveraging NiceVend’s existing IP; patents pending

Capital for the development of a commercial product is estimated at US$2.0m; expect final prototype by end 2019

Discussions already commenced with some of the largest food & beverage players globally

4 (v) COUNTER-TOP MACHINE

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4 (v) COUNTER-TOP MACHINE (CONT’D)

Current prototype

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Rod WalkerIndependent Non-Executive Chairman

Rod Walker is an experienced CEO, Director & Chairman of proven capability, having led several companies through initial public offerings, major acquisitions, mergers & to record results. He currently serves on the board as Chairman of Godfreys, The PAS Group Limited, Carpet Court Australia, and Angus Knight Pty Ltd.

Sophie KarzisIndependentNon- Executive Director

Sophie is a practising lawyer with over 17 years’ experience as a corporate and commercial lawyer and general counsel for a number of public companies. Sophie is a member of the law institute of Victoria & of Chartered Securities Australia.

Udi KlierCEO & Founder

More than 15 years of experience in the coffee & beverage industries. Udi was the founder/CEO of Normat Coffee, sold to Mey-Eden (Danone subsidiary). Udi has successfully operated food & beverage segments, & is experienced in sales & marketing. Udi holds a BA, business administration from the I.D.C.

Amihai Beer Non-Executive Director

Amihai served as a director of Caesarstone (NASDAQ:CTSE), is legal advisor to Kibbutz Sdot-Yam (a shareholder in the Company) and the Kibbutz’s Economic Counsel. Amihai has been an associate at Amar Reiter Jeanne Shochatovitch, ,holds a Bachelor of Laws and is a member the Israeli Bar from 2009.

Nachshon AkivaNon-Executive Director

Nachshon represents YTY, a shareholder of the Company and is the CFO and BizDev of SullamHoldings a private investment company.. Nachshon was a manager in financial advisory services for KPMG and the Head of Financing and Economy Sector for Israel Credit Cards Ltd. Nachshon holds a MBA (financial management) and a BA in Economics and Accounting.

5. BOARD & MANAGEMENTBoard

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UDI KLIER CEO & Co-Founder

More than 15 years of experience in the coffee & beverage industries. Udi was the founder/CEO of Normat Coffee, sold to Mey-Eden (Danone subsidiary). Udi has successfully operated food & beverage segments, & is experienced in sales & marketing. Udi holds a BA, business administration from the I.D.C.

JONATHAN BERGERCFO

BSc, MBA & Chartered Accountant (London). Jonathan has previously worked as an investment banker & CFO in technology, startups, public & VC backed companies.

YONA TZURDECKER Chief Operating Officer

Vast experience in the vending machines & OCS markets. Normatcoffee solutions, Pauza(Israel’s largest OCS), Pizza Hut, ISS Catering.

ROY TAMIRDirector of USA operations & technical

Roy brings years of experience in service, technical training & operational organizations in the USA. Roy has a B.Sc. & an MBA.

YOSSI ITACH General Manager of Elviento

Yossi is an experienced sales, marketing & customer relationship executive. Yossi is the Israeli sales & marketing manager & GM of Elviento, our operating subsidiary in Israel.

5. BOARD & MANAGEMENT (CONT’D)

Key Management

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6. FINANCIALS

Revenue model i. Sales of machinesii. Rental of machinesiii. Sales of ingredientsiv. Profit share arrangements

➢ Current quinzee machines

o Machines sold 225

➢ Customer quinzee trials underwayo Gilly Vending 2 in USo Weider 45 machines in US (rolling out in Q3 2018)o Caltex 25 machines in Australiao Wissotzky 4 machines in Israel and Japan

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Notes1. quinzee machines in use at year end 2015: 88 2016: 144 2017: 2252. AUD $3. Financial Year for NiceVend is Year Ending 31 December

-$2.50

-$2.00

-$1.50

-$1.00

-$0.50

$0.00

$0.50

$1.00

$1.50

$2.00

$2.50

$3.00

$3.50

$4.00

Revenues Gross profit EBITDA

MIL

LIO

NS

2015 2016 2017

6. FINANCIALS (CONT’D)

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7. THE OFFER

Use of funds over 18 months Max raise ($7.5m)

Existing cash pre-IPO $0.20m

Proceeds from the Offer $7.50m

Use of Funds

Working capital / Fund quinzee inventory $3.02m

Sales & marketing $1.13m

Debt repayment $0.91m

Develop counter-top model $0.69m

Ongoing R&D $0.48m

Capex $0.39m

Offer Brokerage fees $0.45m

IPO Legal & auditing Costs of Offer $0.36m

ASX listing fees, Marketing & other $0.27m

Total $7.70m

• IPO to issue between 25million & 37.5 million shares at 20c each• To raise a minimum of $5m with a maximum of $7.5m• Total shares at completion of offer 100m to 112.5m• Enterprise value $15m

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8. REASONS TO INVEST

Unique Technology

Revenue Growth

Cheap Entry Price

Upside for new investors at IPO

Well supported

✓ NiceVend’s quinzee & FLAKESTM are globally recognised as leading food technology solutions for frozen drinks

✓ NiceVend trials are with customers whose potential orders are >1,000

✓ Company has already spent over US$14m on developing and trialling FLAKES & quinzee. The capex cycle has matured and operating cashflow moving towards breakeven.

✓ Existing shareholders investing at IPO

✓ Wissotzky recently invested to deepen relationship with NiceVend

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NiceVend Ltd

Udi Klier – Chief Executive Officer

M: +972 54 464 0064

E: [email protected]

Jonathan Berger – Chief Financial Officer

M: +972 52 356 1625

E: [email protected]

6030 Hollywood Blvd.

Suite 240, Hollywood FL 33024

USA

P: +1 888 904 7333

3 HaMechonai st,

Hod HaSharon

Israel

P: +972 9 771 7200

Nick Dacres-Mannings – Director

M: +61 411 239 535

E: [email protected]

Lincoln Liu – Associate Director

M: +61 431 382 850

E: [email protected]

APP Securities Pty Ltd

Contacts

Kentgrove Capital

Cameron Petricevic – Partner

M: +61 431 382 217

E: [email protected]

David Lamm – Managing Director

M: +61 408 408 507

E: [email protected]