A corporate advisory firm with a difference A distinctive business-for-purpose Panel Member structure, clients have delivering market-leading corporate access to the expertise of a minimum Why Adara Partners? advisory services. of two Panel Members who jointly lead engagements, supported by Adara’s Adara Partners provides wise counsel, corporate advisory team. Adara Partners is part of the Adara Our innovative Panel structure independent financial and strategic Group whose mission is to bridge provides clients with unrivalled advice, and complex commercial Adara Panel Members include some the world of business and the world access to some of the most problem-solving services to public of the most distinguished names in of people in extreme poverty, and experienced corporate advisors in and private companies and high net corporate Australia. to support vulnerable communities Australia. worth families. Under its innovative with health, education and other essential services. Direct Panel Member access

Our purpose-driven model is unique in Our Panel Member structure is truly The Panel Members are: the global financial services industry. differentiated. No other firm can Our Panel Members provide their provide access to our 15 Panel Members time and expertise pro bono to Adara under the same umbrella. Partners. Profits made by Adara Partners are donated to Adara Development, the Unrivalled experience non-profit arm of the Adara Group. The Adara Panel includes some of the most valued commercial and strategic Adara Development has deep expertise Ilana Catherine Tim Guy David minds in Australia, including leading in maternal, newborn and child Atlas AO Brenner Burroughs Fowler Friedlander investment bankers, lawyers, and non- health, and in remote community executive directors. development. The Adara Group delivers services directly to more than 50,000 people living in poverty each year Alignment and reaches countless others through Panel Members are only engaged on knowledge sharing. mandates once a thorough conflicts check is completed. They provide Graham David Matthew Christian Diccon As a BCorp®, and participant member of advice independently of their home Goldsmith AO Gonski AC Grounds AM Johnston Loxton UN Global Compact, we are committed firm and their other professional to meeting the highest standards commitments. Our fee structures are of verified social and environmental bespoke to each engagement to align performance, public transparency, and with our clients’ needs. We do not sell legal accountability to balance profit research or financial products. and purpose. Proven track record Peter Tony Mike Philippa Cynthia We have provided strategic advice to Mason AM Osmond Roche Stone Whelan some of Australia’s largest and most well-regarded organisations.

2 3 GUY FOWLER Adara Partners Panel Guy is the former Chairman of Corporate Client Solutions for UBS Australasia. He was with UBS for nearly 25 years. Guy has advised a wide range of ASX listed companies and governments, including Westfield, AMP, Westpac, Fairfax and Collectively our Panel Members have advised over 90% of the ASX 100 GPT. He advised the Australian Government on the privatisation of Telstra and and have worked on many of the largest and most critical transactions in the Queensland Government on the IPO of QR National. Guy has advised on Australia’s corporate history. well over 100 capital raisings worth over $150bn.

DAVID FRIEDLANDER ILANA ATLAS AO David is the Head of Australian Public Mergers & Acquisitions at King & Wood Ilana is Chairman of Coca-Cola Amatil Limited and a non-executive director of Mallesons and works across and Melbourne. He is consistently ranked as ANZ Banking Group Limited. She is Chairman of Jawun and on the Board of the one of Australia’s top M&A and equity capital markets lawyers. David regularly Paul Ramsay Foundation and Paul Ramsay Holdings Pty Ltd. Until recently, Ilana acts for both bidders and targets in takeovers and issuers and underwriters in was also a Fellow of the Senate of Sydney University. Her last executive role was securities offerings. He has also worked on the defence side of several high-profile Group Executive, People, at Westpac, where she was responsible for human shareholder activist campaigns. He is a member of several key corporate law bodies resources, corporate affairs and sustainability. Prior to that role, she was Group and a former member of the Takeovers Panel. In 2019, David was awarded AFR’s Secretary and General Counsel. Before her 10 year career at Westpac, Ilana was a ‘Best Lawyers, Lawyer of the Year 2019 – Mergers and Acquisitions’. partner in law firm Mallesons Stephen Jaques (now known as King & Wood Mallesons). In addition to her practice in corporate law, she held a number of management roles in the firm including Executive Partner, People and Information, and Managing Partner. GRAHAM GOLDSMITH AO Graham worked with Goldman Sachs Australia from 1987 to 2012. Commencing his career as a research analyst at JBWere, Graham headed, and later co-headed, CATHERINE BRENNER the Goldman Sachs Equity Capital Markets team and the broader Financing Group of the firm from 2001 until 2010. During that time he worked on and Catherine is a deeply experienced company director, having served in the led numerous capital raising and general advice mandates for clients ranging past 15 years on the boards of companies including Coca-Cola Amatil Limited, from governments to ASX100 and smaller corporate clients. At the time of Boral Limited, AMP Limited and other organisations in the mining, financial his retirement he was Vice Chairman of the firm in Australia, Chairman of the services, property, biotech, logistics, visual and performing arts, education and Goldman Sachs Australia Foundation, a member of the Australian Operating government sectors. She has previously served as a member of the Takeovers Committee and member of the Goldman Sachs & Co Asia Capital Committee. Panel. Catherine was a Managing Director, Investment Banking at ABN AMRO Graham is currently Chairman of SEEK Limited and a non-executive director of having previously worked at BZW and starting her career as a corporate lawyer. listed company Djerriwarrh Investments Limited. He was previously Chancellor of Swinburne University of Technology and is an advisor to a number of family groups. TIM BURROUGHS Tim has been a mergers and acquisitions advisor for over 30 years. He was DAVID GONSKI AC most recently Chairman of Investment Banking at Goldman Sachs Australia David is Chairman of the ANZ Banking Group Limited, Chancellor of the University where he worked for 11 years. Previously he studied and taught Psychology at of New South Wales, Chairman of the UNSW Foundation Limited, and President of Macquarie University, was Chairman of Mergers and Acquisitions at Merrill Lynch the Art Gallery of NSW. David is a member of the ASIC External Advisory Panel and Australia and a principal of Centaurus Corporate Finance, a leading independent the boards of the Lowy Institute for International Policy and the Sydney Airport advisory firm. He has specialised in providing strategic nancialfi advice to major Corporation Limited, and is also a Patron of the Australian Indigenous Education corporations and their boards within the context of long term relationships. He Foundation and Raise Foundation. He has previously held a number of has advised on capital restructures, capital raisings and more than 100 public directorships including Chairman of the Australian Securities Exchange Limited and company acquisitions. He has served on the councils of both Ascham School and the Guardians of the Future Fund and non-executive director of the Westfield Cranbrook School and chaired the Cranbrook Foundation. He has undergraduate Group. He was previously a member of the Takeovers Panel. degrees from Cambridge University and is a Chartered Accountant.

4 5 MATTHEW GROUNDS AM TONY OSMOND Matthew was Chief Executive Officer and Country Head of UBS Australasia. With Tony is Managing Director and Head of Banking, Capital Markets and Advisory at more than 25 years’ investment banking experience, Matthew is one of Australia’s Citigroup. Tony has over 25 years’ experience in large and complex mergers, leading corporate advisors and has been responsible for a number of landmark acquisitions and capital markets transactions in Australia, advising on over 100 transactions for major Australian and international companies. Matthew is situations and $100bn of mergers & acquisitions and financing transactions. Prior Chairman of Victor Chang Cardiac Research Institute, a member of the University to joining Citi in October 2010, Tony was an equity owner and Head of Industrials of New South Wales Council, a member of the Business Council of Australia and a & Natural Resources and Head of Mergers & Acquisitions, Australasia at Goldman director of the UBS Foundation and Hearts and Minds Investments Limited. Sachs JBWere. Prior to joining Goldman Sachs JBWere, Tony worked in investment banking at UBS and Bankers Trust after commencing his career as a lawyer at Freehills. Tony is a member of the Takeovers Panel, Director of The Australian Ballet, Chairman of Melbourne Electronic Sound Studio and former CHRISTIAN JOHNSTON Chairman of Orchestra Victoria. He is a mentor with Kilfinan Australia. Christian has more than 20 years’ experience as a corporate advisor, including more than 10 years as Head of Investment Banking for Goldman Sachs in MIKE ROCHE Australia and New Zealand. Christian specialises in mergers and acquisitions and Mike has over 40 years’ experience in giving strategic and capital advice in the capital markets transactions. He is a partner of Goldman Sachs and a member finance sector. He is a qualified actuary and has spent over 30 years in investment of the Asia Pacific Management Committee and the Australia and New Zealand banking. Mike was Head of Mergers & Acquisitions for Deutsche Bank for 10 Management Committee. Christian is also a member of the Takeovers Panel, the years until he stepped down as Chairman of M&A in 2016. Mike has advised National Gallery of Victoria Business Council, the Ormond College Investment on $50bn+ of infrastructure transactions over his career and a large number of Committee and the Melbourne Cricket Club Committee. transactions across most sectors. He has been a leading innovator in the capital raising space – having pioneered the hybrid capital market in the early 90’s, been part of the team that developed the instalment receipt and created the Fonterra DICCON LOXTON Shareholders Fund. Mike was a member of the Takeovers Panel for two terms 2008-2014. Mike is a Trustee Director of EISS Super and a director of Wesfarmers Diccon is one of Australia’s leading banking and finance lawyers. Diccon is now Limited and Six Park Asset Management. He is also the co-founder of the Sally senior finance counsel at Linklaters having worked there as a partner Foundation philanthropic fund. for 30 years, in that time working on some of Australia’s largest corporate finance transactions. He is the former president of the Banking & Financial Law Association, Chair of the Australian Museum Foundation, a former Governor of PHILIPPA STONE Ascham School Limited, a former director and current Governor of WWF Australia Philippa is the Joint Global Head of Equity Capital Markets at Herbert Smith and a former member of the Sydney University Law Foundation. Freehills. Philippa is consistently ranked as one of Australia’s top M&A and capital markets lawyers and specialises in equity and hybrid raisings and mergers and acquisitions, including public company M&A, negotiated transactions and privatisation work, and corporate reconstructions for listed companies, as well as PETER MASON AM corporate governance advice. Philippa won the Australian Deal Maker of the Year Peter is a Senior Advisor to UBS and Chairman of AusNet Services Ltd. Peter is a award at the ALB Australasian Law Awards in 2007, 2009, 2012, 2013, 2015, 2016 director of The Centre for Independent Studies, Chairman of the UBS Australia and 2017, and is the only lawyer to have won this award seven times. Foundation, and an Ambassador for the Australian Indigenous Education Foundation. Peter was previously Chairman of AMP Limited, Chairman of CYNTHIA WHELAN David Jones Limited, Chairman of the Centre for International Finance and Regulation (CIFR), a non-executive director of Singapore Telecommunications Cynthia was the Chief Strategy and Business Development Officer at Scentre Ltd (SingTel) and a Trustee of the Sydney Opera House Trust. He has more Group. Prior to this, Cynthia was the Group Executive responsible for Telstra’s than 40 years’ investment banking experience, including at JP Morgan and new businesses portfolio. Previous roles at Telstra include Group Managing Schroders. Director of Strategic Finance (Strategy, M&A, Treasury and Investor Relations), and responsibility for Telstra’s international operations. Prior to Telstra, Cynthia spent over 20 years in investment banking, most recently at Barclays where her roles included Regional Head of Debt Capital Markets in Hong Kong and CEO of Australia/New Zealand. Cynthia was previously Chair of Foxtel, Telstra Ventures, and Autohome, a US$10bn NYSE listed Chinese technology company. She has also been a member of the Australia Advisory Board for Room to Read and served on the Board of the Sydney Women’s Fund.

6 7 Proven track record Wise counsel from seasoned advisors

Adara Partners has acted as strategic advisor on a range of engagements. ...alo s ngs rd ide Clients include: oa s b en e i id o s r g m n a o n l a .a g Confidential client . . e m

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Advice on Commercial advice Private placement commercial matters Strategic partners and supporters

Adara Partners is proudly supported by a number of market-leading firms.

Clients benefit from a combination of deeply experienced Panel Members, highly Confidential client skilled advisory team members and strong corporate relationships.

Ansarada Pickles Auctions Large philanthropic Our ambassador programme brings high performing individuals from EY and foundation MinterEllison on a secondment basis to Adara Partners. Through our partnership with Advice on capital Advice on Commercial advice , we have access to their virtual data rooms, allowing us management strategy and commercial matters to conduct deals online, in a secure environment. private placement

8 9 LUKE SMITH Adara Partners Corporate EY Ambassador

Luke joins Adara as a secondee from EY, where he is an Associate Director in their Advisory team Infrastructure Advisory practice. Luke is an experienced advisor, specialising in infrastructure investment and management, across a range of assets including The Panel Members are supported by an experienced team of corporate ports, passenger transport, water, social infrastructure, and freight and logistics. Luke has broad experience working with corporates and government on finance professionals led by Audette Exel AO, founder of the Adara Group and engagements that span strategy development, project appraisal, pricing, and CEO of Adara Partners. regulatory reviews. Prior to joining EY, Luke has worked for a boutique transport and environment advisory firm, and state and federal government agencies. Luke holds a Bachelor of Economics, and is completing a Masters of Applied AUDETTE EXEL AO Finance. Founder of Adara Group & CEO of Adara Advisors and Adara Partners Legal expertise is provided by Before establishing Adara, Audette was Managing Director of BSX-listed Bermuda Commercial Bank (1993–1996), Chairman of the Bermuda Stock Exchange (1995–1996) and on the board of the Bermuda Monetary Authority (1999–2005). She is a non-executive Director of ASX20 listed Suncorp. She began SUSAN BURNS her career as a lawyer working in international finance with Allen Allen & General Counsel Hemsley and Linklaters. Audette has been awarded an Honorary Order of Australia for service to humanity and is the recipient of numerous awards, Susan is the General Counsel for the Adara Group. Susan is also a director of both including as Philanthropist of the Year in 2016. Adara Development (Uganda) and Adara Development (Australia). Susan has been with the Adara Group for six years. Prior to that, Susan worked for 22 years at the international law firm Allens with 15 of those years as a partner. Susan ANDREA MCCORMICK has an extensive background in corporate and commercial law, including funds management, equity capital markets and corporate governance. She holds a BA Director and Senior Advisor LLB (Hons) from the University of Sydney. Before joining Adara, Andrea was a Director in the Corporate Tax Group at PricewaterhouseCoopers in Sydney. Andrea worked at PwC in Australia for nine ANJUMA KAMMANANKADA years advising large companies on their corporate tax affairs, largely focused on acquisition and divestment work, and group re-organisation projects. Andrea Senior Lawyer has been with the Adara Group for ten years and was formerly the Group Chief Prior to joining Adara, Anjuma worked for the Commonwealth Bank of Australia Operating Officer. Andrea originally qualified as a lawyer in England, then as a where she led a team which independently assessed potential systemic customer chartered accountant in Scotland where she worked for PwC in both Glasgow issues and sought to improve the bank’s products, systems and processes for and Edinburgh in the corporate tax division. Andrea has a Master’s degree the benefit of the customer. She has also worked as in-house counsel at a large in Law from Edinburgh University, is a member of the Institute of Chartered life insurance company, where in addition to providing advice in relation to Accountants, Scotland and is a Chartered Tax Advisor. Andrea is also a Director of corporate and commercial law, she advised and provided legal assistance on out Adara Advisors and Adara Development (Australia). of court risk and regulatory investigations. Anjuma also has experience working in government and community legal sectors. She has a Bachelor of Law and CAT O’DONOVAN Bachelor of Arts-Psychology. Corporate Advisory Director

Before Adara, Cat worked in EY’s corporate finance business, as financial advisor Advisory Council Members Social Capital Investors to buy-side, sell-side, integration and strategy engagements. Originally based in John Atkinson Paul Bassat before moving to Sydney in 2016, Cat has worked on deals in Europe, Africa, MENA and Oceania. Her clients have included a mixture of private Ilana Atlas Suzi & Barry Carp sector and government agencies, with roles often requiring senior stakeholder Suzi Carp Peter Cooper engagement and project management across multiple parallel workstreams. Heith MacKay-Cruise The Liberman Family Cat has a graduate diploma in Science Communication from Australia National Tony Robinson The Werdiger Family University, and a degree in Natural Sciences from Durham University. She is a member of the Institute of Chartered Accountants of Scotland. George Wahby

10 11 At the Adara Group, we believe every person should have access to quality health, education and other essential services, no matter where they live. www.adarapartners.org T: +61 2 9395 2800 www.adaragroup.org F: +61 2 9555 5988 [email protected] Level 1, 21A Elliot Street Balmain NSW 2041, Australia /AdaraGroup @AdaraGroup

This document has been prepared by Adara Partners (Australia) Pty. Limited, (“Adara Partners”), Authorised Representative of Adara Advisors Pty. Limited AFSL 415611. This document includes only a select summary of information and does not, and does not purport to, contain all information which you may require or desire in deciding whether, or on what terms, to proceed with any course of action or transaction. Specific advice, including financial advice, should be obtained in respect of any particular matter. Further, you should also obtain such other professional advice relative to matters on which Adara Partners does not provide advice, such as tax, legal, regulatory and accounting matters, in your consideration of the matters outlined in this document.