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21St January 2011

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21St January 2011 19 September 2014 Companies Announcement Office ASX Limited Level 45, South Tower, Rialto 525 Collins Street Melbourne VIC 3000 Dear Sir/Madam, Re: 2014 Annual Report In accordance with Listing Rule 4.7, attached is a copy of the 2014 Annual Report to be sent to shareholders. Yours faithfully, Paul Conroy Company Secretary TREASURY WINETREASURY ESTATES { ANNUAL REPORT 2014 } ANNUAL REPORT 2014 REPORT ANNUAL ABOUT TREASURY WINE ESTATES Treasury Wine Estates (TWE) is an Australian wine company with a heritage dating back to the establishment of the Lindeman’s vineyard in 1843. TWE’s rich history with its regional, brand and wine segment diversity has evolved over time through organic growth, merger and acquisitions, and most notably the demerger from Foster’s Group on 9 May 2011. TWE is a vertically integrated wine business. The Company has world-class production facilities in internationally recognised wine regions and sources grapes from a mix of Company-owned, leased and third party vineyards. TWE employs more than 3,000 winemakers, viticulturists, sales, distribution and support staff across the globe and the Company’s wine is sold in more than 70 countries around the world. 1 Our Locations 2 Chairman and Chief Executive Officer’s Reports 6 Operating and Financial Review 25 Corporate Responsibility 29 Diversity and Inclusion 31 Board of Directors 33 Corporate Governance 40 Directors’ Report 43 Auditor’s Independence Declaration 44 Remuneration Report – Audited 74 Consolidated Statement of Profit or Loss and Other Comprehensive Income 75 Consolidated Statement of Financial Position 76 Consolidated Statement of Changes in Equity 77 Consolidated Statement of Cash Flows 78 Notes to the Consolidated Financial Statements 131 Directors’ Declaration 132 Independent Auditor’s Report 134 Details of Shareholders, Shareholdings and Top 20 Shareholders 135 Shareholder Information OUR LOCATIONS TWE AMERICAS TORONTO, ONTARIO TWE EMEA TWICKENHAM, UK TWE EMEA TUSCANY, ITALY TWE AMERICAS NAPA VALLEY, CALIFORNIA TWE ASIA SINGAPORE TWE ANZ AUCKLAND TWE ANZ MELBOURNE, VICTORIA AUSTRALIA & NEW ZEALAND1 AMERICAS EUROPE, MIDDLE EAST & AFRICA AUSTRALIA USA UK Corporate head office: Regional head office: Regional head office: Melbourne, Victoria Napa Valley, California Twickenham, Middlesex 6 regional sales offices 4 regional sales offices 84 vineyards 24 vineyards NORDICS & WESTERN EUROPE 9,110 planted hectares 3,209 planted hectares 4 regional sales offices 10 wineries 7 wineries ITALY NEW ZEALAND CANADA Country head office: Country sales head office: Country head office: Gabbiano, Tuscany Auckland Toronto, Ontario 145 planted hectares 3 regional sales offices 4 regional sales offices 1 winery 7 vineyards 314 planted hectares 2 wineries ASIA SINGAPORE Regional head office: Singapore 7 regional sales offices 1. In FY14, a vineyard was defined as a contiguous area of planted vines. In FY13, for Australia and New Zealand, vineyard numbers were presented based on management’s responsibility of vineyards within business units. Applying the FY14 definition in FY13 would have resulted in 82 and 7 vineyards in Australia and New Zealand respectively. TREASURY WINE ESTATES ANNUAL REPORT FY2014 / 1 CHAIRMAN’S REPORT Looking ahead, I am very confident that the challenges faced in FY14, together with the actions taken to address them, have made our Company stronger and will set TWE up for future financial success. Dear Shareholders, INTRODUCTION Whilst this period was challenging for the Company, Welcome to the Treasury Wine Estates Limited (TWE) the Board and executive management continued to 2014 Annual Report. drive much needed organisational change; streamlining and simplifying reporting structures in order to drive Fiscal Year 2014 (FY14) was a year of challenge faster decision-making and greater brand alignment. and change for our business, with external events I would like to thank Warwick for stepping in to and internal actions influencing both our culture lead TWE at this time, and recognise the job he and financial performance. Whilst I acknowledge did in harmonising the Company in the subsequent that volatility around TWE created some anxieties six-month period. for our shareholders, it is also important to recognise that our Company closed FY14 in a much stronger To produce a premium wine takes time, and sometimes and better strategically aligned position than that so too does the identification and recruitment of the which we entered the financial year. very best global talent, therefore I was delighted that the Company was able to secure someone of Michael OVERVIEW OF RESULTS AND CHANGES Clarke’s undoubted experience and capabilities. Our brand and quality credentials have, once again, REGIONAL SUMMARY underpinned TWE’s performance and over the course of the year our winemakers continued to beat the FY14 reinforced that TWE has a truly global competition at the world’s leading wine shows. footprint. However, an inherent challenge for TWE remains to deliver a strong set of results FY14 was also a year in which the Board and in all four geographic regions over the course executive management took tough decisions to drive of a single financial year. a turnaround in performance by tackling barriers to long-term sustainable growth. This involved Differing economic conditions, consumer dynamics changes to TWE’s structure, operating model and and retail environments across Australia and improvements to commercial execution. New Zealand (ANZ), Europe, Middle East and Africa (EMEA), Asia and the Americas provided In July 2013, TWE took action with our major US opportunities as well as challenges for TWE; and distribution partners to address excess, aged and over FY14 the Company continued to build customer deteriorating inventory. As a result, EBITS growth relationships and routes-to-market in order to support in FY14 was impacted by a planned reduction TWE’s strategic ambitions. of shipments in the US as the Company worked to reinforce brand health and create solid foundations Whilst trading conditions in ANZ and Asia for future growth in the Americas. remained tough over the fiscal year, it was pleasing to see signs of progress for TWE in the Americas. CHANGE IN LEADErsHIP The Company’s operations in EMEA were also a positive, particularly when set against the backdrop Chief Executive Officer, David Dearie, left the business of a weak European economy. in September 2013, with Warwick Every-Burns, a member of the Board, appointed as interim Chief Executive Officer until the commencement of Michael Clarke on 31 March 2014. 2 / TREASURY WINE ESTATES ANNUAL REPORT FY2014 CHAIRMAN’S REPORT / CONTINUED STRATEGIC PRIORITIES On 11 August 2014, a second conditional and Following Michael Clarke’s appointment as Chief non-binding proposal was received from another Executive Officer on 31 March 2014, the Board has global private equity firm on broadly similar terms diligently worked with management to revise and to the KKR and Rhône Capital offer, and they finalise a new Strategic Roadmap for the Company. too have been granted the opportunity to conduct non-exclusive due diligence. The Board strongly supports the renewed Strategic Roadmap and looks forward to working with Michael The Company also acted fully in accordance with and his leadership team to ensure the Company its legal obligations when dealing with excess US delivers to it. inventory. TWE strongly denies any and all allegations made against it through class action litigation and BALANCE SHEET STRENGTH AND DIVIDEND intends to vigorously defend itself in the relevant legal proceedings. The successful negotiation of a US Private Placement for the equivalent of US$250 million in December CORPORATE RESPONSIBILITY 2013, was an integral part of TWE’s capital management program and allowed the Company Finally, I would like to acknowledge the ongoing to increase the average duration of debt as well efforts by TWE to promote the responsible as further diversify its funding sources. consumption of wine. New banking facilities entered into in August 2013 The Company remains actively engaged in several reinforced the inherent strength of the Company’s campaigns across the world that provide education balance sheet. Together with TWE’s low levels of debt, on alcohol and its responsible consumption, including these developments continue to provide shareholders work with the Winemakers Federation and DrinkWise with confidence in the Company’s financial foundations. in Australia, and the Wine & Spirits Trade Association and Drinkaware in the UK. In addition, over FY14 Given the Board’s confidence in the future, and the the Company introduced new marketing policies and strong balance sheet noted above, I am pleased to corporate responsibility initiatives to ensure that report a final dividend of 7 cents per share unfranked, its wines are only promoted and sold in a responsible to give a full year dividend of 13 cents per share, manner, and I look forward to these being rolled out unchanged from last year. further in FY15. GOVERNANCE CONCLUSION The Board is committed to ensuring the Company Looking ahead, I am very confident that the challenges operates to the highest standards of corporate faced in FY14, together with the actions taken to governance and in accordance with all relevant address them, have made our Company stronger market obligations. and will set TWE up for future financial success. Accordingly, the Board carefully considered an initial I wish to express my gratitude to members of the conditional proposal from Kohlberg Kravis Roberts Board for their contributions over the year. I would (KKR) to buy all of the issued shares in the Company. also like to sincerely thank Michael Clarke, his As announced to the market in May 2014, the Board leadership team, and all the hard working employees spent considerable time evaluating the KKR proposal at TWE for their contributions over the financial year. in the context of the Company’s plans to drive growth I recognise their ongoing commitment to driving and profitability. The Board concluded that it did not the change that will deliver the long-term sustainable reflect the fundamental value of the Company and was growth our shareholders expect.
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