George Weston Annual Report 2019

2019 Annual Report Report to Shareholders Fellow Shareholders, George Weston had a successful year in 2019, executing against its plan, delivering operational stability, and supporting each of its businesses in making steady progress against their strategic frameworks. Having completed our first full year of direct ownership in Choice Properties, we marked an important milestone in our transformation toward a more balanced portfolio with three strategic, complementary businesses in Retail, Real Estate and Consumer Goods. In Retail, Loblaw remains the market leader and is well-positioned to thrive amidst an evolving retail landscape. With more than 2,400 stores, and an offering of over 10,000 private label products including the top two consumer brands in the country, Loblaw is uniquely placed to serve its customers through the nation’s largest bricks and mortar store network and Canada’s most convenient online grocery service, PC Express. Additionally, a relentless focus on process and efficiencies has allowed Loblaw to continue to invest in its growth initiatives in E-Commerce, Healthcare, and Payments & Rewards, all while delivering earnings growth and generating more than $1.2 billion in free cash flow(1). In Real Estate, Choice Properties has refined its strategy following the successful merger with CREIT in 2018, and today represents Canada’s preeminent diversified REIT with 726 properties totaling 65.8 million square feet of retail, industrial, office, and residential assets, concentrated in Canada’s largest markets. With best in class occupancy rates of 97.7%, steady rent escalations and staggered lease maturities, Choice Properties benefits from a solid balance sheet that was further strengthened during 2019 following a $395 million equity issuance and $426 million of asset sales. Choice Properties is well-positioned for future growth as the business pursues a compelling development pipeline in Canada’s urban centres. 1 GEORGE WESTON LIMITED 2019 ANNUAL REPORT In Consumer Goods, Weston Foods has stabilized its business following an important period of transformation. Now making progress in key categories and increasing its We continue to build sales outside of Canada, Weston Foods remains an important part of our portfolio. With over $2 billion in revenue across nine categories, the business is a leader in commercial value by investing in bread, artisan and donuts. High basket penetration and steady consumption patterns and growing market- make the bakery sector an attractive industry for our company, and one where Weston leading businesses. Foods is poised to unlock additional earnings as it completes the transformation initiatives underway. By doing so, Weston Foods will reinforce its ambition of being a premier North American bakery. Together, each of these three businesses in George Weston’s portfolio supports our commitment to delivering long term value appreciation, maintaining a strong balance sheet and regularly returning capital to our shareholders. We will achieve this by investing in and growing market-leading businesses, while supporting strategic transactions that aim to create value across our group. The commitment and dedication of our employees was clear in 2019, and together we made great progress. As we look to the year ahead, we would like to thank our employees and shareholders for their support as we continue to build value over the long term. [signed] [signed] Galen G. Weston Richard Dufresne Chairman and Chief Executive Officer President and Chief Financial Officer Toronto, Canada February 24, 2020 2 GEORGE WESTON LIMITED 2019 ANNUAL REPORT Management’s Discussion and Analysis Table of Contents 4 At a Glance The following Management’s Discussion and Analysis (“MD&A”) for George Weston 5 Our Business Limited (“GWL” or the “Company”) should be read in conjunction with the audited annual consolidated financial statements and the accompanying notes on pages 89 8 Key Performance Indicators to 171 of this Annual Report. The Company’s audited annual consolidated financial Operating Segments statements and the accompanying notes for the year ended December 31, 2019 have 21 Loblaw been prepared in accordance with International Financial Reporting Standards (“IFRS” or “GAAP”) as issued by the International Accounting Standards Board (“IASB”). 41 Choice Properties The audited annual consolidated financial statements include the accounts of 61 Weston Foods the Company and other entities that the Company controls and are reported in 19 Financial Results Canadian dollars, except where otherwise noted. 76 Outlook Under GAAP, certain expenses and income must be recognized that are not necessarily reflective of the Company’s underlying operating performance. Non-GAAP financial 77 Non-GAAP Financial Measures measures exclude the impact of certain items and are used internally when analyzing 78 Forward-Looking Statements consolidated and segment underlying operating performance. These non-GAAP 88 Additional Information financial measures are also helpful in assessing underlying operating performance on a consistent basis. See Section 14, “Non-GAAP Financial Measures”, of this MD&A for more information on the Company’s non-GAAP financial measures. The Company operates through its three reportable operating segments, Loblaw Companies Limited (“Loblaw”), Choice Properties Real Estate Investment Trust (“Choice Properties”) and Weston Foods. Other and Intersegment includes eliminations, intersegment adjustments related to the consolidation and cash and short term investments held by the Company. Effective in the first quarter of 2019, all other company level activities that are not allocated to the reportable operating segments, such as net interest expense, corporate activities and administrative costs are included in Other and Intersegment. Weston Foods and Other and Intersegment comparative figures have been restated to conform to the current year presentation. In this MD&A, “Consolidated” refers to the consolidated results of GWL including its subsidiaries, while “GWL Corporate” refers to the non-consolidated financial results and metrics of GWL, such as dividends paid by GWL to its shareholders or cash flows received by GWL from its operating businesses. GWL Corporate is a subset of Other and Intersegment. This MD&A contains forward-looking statements, which are subject to risks and uncertainties that could cause the Company’s actual results to differ materially from the forward-looking statements. For additional information related to forward- looking statements, material assumptions and material risks associated with them, see Section 8, “Enterprise Risks and Risk Management”, Section 13, “Outlook” and Section 15, “Forward-Looking Statements” of this MD&A. The information in this MD&A is current to February 24, 2020, unless otherwise noted. FOOTNOTE LEGEND 1 See Section 14, “Non-GAAP Financial Measures”, of the Company’s 2019 Management’s Discussion and Analysis. 2 GWL Corporate refers to the non-consolidated financial results and metrics of GWL. GWL Corporate is a subset of Other and Intersegment. 3 To be read in conjunction with “Forward-Looking Statements” beginning on page 87. 4 Certain comparative figures have been restated to conform with current year presentation. 5 For financial definitions and ratios refer to the Glossary beginning on page 172. 3 GEORGE WESTON LIMITED 2019 ANNUAL REPORT At a Glance Key financial highlights As at or for the years ended December 31, 2019 ($ millions except where otherwise indicated) Consolidated +3.2% +14.4% +21.1% +160bps $50,109 vs. 2018 $2,958 vs. 2018 $5,483 vs. 2018 10.9% vs. 2018 REVENUE OPERATING INCOME ADJUSTED EBITDA(1) ADJUSTED EBITDA MARGIN (1) (%) -62.6% +23.0% -68.4% +5.7% $198 vs. 2018 $1,117 vs. 2018 $1.26 vs. 2018 $7.24 vs. 2018 NET EARNINGS AVAILABLE ADJUSTED NET EARNINGS DILUTED NET EARNINGS ADJUSTED DILUTED NET TO COMMON SHAREHOLDERS AVAILABLE TO COMMON PER COMMON SHARE ($) EARNINGS PER COMMON SHAREHOLDERS(1) SHARE(1) ($) GWL Corporate(2) +143.9% +315.2% +1.9% -170bps $539 vs. 2018 $411 vs. 2018 $2.10 vs. 2018 10.3% vs. 2018 CASH FLOW FROM GWL CORPORATE ANNUALIZED DIVIDENDS ADJUSTED RETURN OPERATING BUSINESSES(1) FREE CASH FLOW (1) DECLARED PER SHARE ($) ON CAPITAL(1) (%) 1 See Section 14, “Non-GAAP Financial Measures”, of the Company’s 2019 Management’s Discussion and Analysis. 2 GWL Corporate refers to the non-consolidated financial results and metrics of GWL. GWL Corporate is a subset of Other and Intersegment. 4 GEORGE WESTON LIMITED 2019 ANNUAL REPORT Our Business Our history as a family business In 1882, a young Toronto bread salesman and former baker’s apprentice named George Weston went into business for himself when he bought a bread route from his employer. By the turn of the century, Weston’s Bread was known throughout the city and George Weston had become Canada’s biggest baker. In 1924, George’s eldest son, Garfield Weston, followed in his father’s footsteps and became president of George Weston Limited. In spite of war and the depression, Garfield transformed his father’s Toronto bakery into a commercial food empire with holdings on several continents. In 1953, George Weston Limited expanded its grocery business, acquiring majority control of Loblaw Inc. In 1956, Loblaw Companies Limited was incorporated, and over the next two decades, George Weston Loblaw continued to expand its operations throughout Canada and the United States. has a 138-year history In the early 1970s, a third generation took charge as W. Galen Weston successfully

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