A N G E L S E A F O O D H O L D I N G S L T D

C O M P A N Y P R E S E N T A T I O N O C T O B E R 2 0 1 7T O B E C O N S I D E R E D I N C O N J U N C T I O N W I T H A S H P R O S P E C T U S

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D I S C L A I M E R S T A T E M E N TT h e C o m p a n y P r e s e n t a t i o n a s p r o v i d e d s h o u l d b e r e a d

o n l y a f t e r r e a d i n g t h e D i s c l a i m e r S t a t e m e n t

T H I S D O C U M E N TThe information contained in this Company Presentat ion is disclosed to you by Angel Seafood Holdings Ltd (the Company) . C O N F I D E N T I A L I T YI t is a condit ion of the issue of this Company Presentat ion that i t is to be kept conf ident ia l and wi l l not be reproduced, copied or c i rculated, in whole or in par t , to any third par ty without the express written consent of the Company.

N O D I S C L O S U R E R E Q U I R E DThis Company Presentat ion is intended to provide potent ia l buyers/ investors with background information only and does not purpor t to contain al l the information that a potent ia l buyer/ investor may require. This Company Presentat ion does not const i tute a prospectus, shor t form prospectus or other disclosure document as def ined in the Corporat ions Act 2001 (Cth) ( “ the Act”) . This Company Presentat ion has not been lodged with the Austral ian Secur i t ies and Investments Commission ( “ASIC”) or any other government body.

F O R E I G N J U R I S D I C T I O N SThe distr ibut ion of this Company Presentat ion ( including electronic copies) outside Austral ia may be restr icted by law and persons who come into possession of this Company Presentat ion outside Austral ia should seek advice on and observe any such restr ict ions. Any fai lure to comply with such restr ict ions may const i tute a v io lat ion of appl icable secur i t ies laws. No recipient of this Company Update outside the Commonwealth of Austral ia may treat this Company Presentat ion as const i tut ing an invitat ion to them to apply for shares.

N O R E S P O N S I B I L I T Y F O R C O N T E N T S O F D O C U M E N T To the maximum extent permitted by law, neither the Company nor any of i ts associates, d i rectors , off icers , employees, advisors or representat ives make any representat ions or provide any warranty, express or impl ied, as to the accuracy, re l iabi l i ty or completeness of the information contained in this Company Presentat ion or any subsequent information provided to the recipient including but not l imited to any f inancial project ions, est imates or any other histor ical information. The information in this Company Presentat ion re lates to the business of the Company at the date of this document only.

F O R W A R D L O O K I N G S T A T E M E N T SThis Company Presentat ion contains forward looking statements. Such statements involve known and unknown r isks, uncer taint ies and other important factors that could cause the actual results , performance or achievements of the Company to be mater ia l ly d i f ferent from forecast results , performance or achievements expressed or impl ied by such forward looking statements. Accordingly, there can be no assurance that such statements or est imates wi l l be real ised. The Company may seek an ASX l ist ing but there is no guarantee that an IPO wi l l occur and/or successful ly l ist . Refer to the Prospectus for ful l detai ls .

N O A D V I C E O R R E L I A N C EThis Company Presentat ion is provided for general information purposes only. Nothing in this document const i tutes investment , legal , tax , accounting or other advice. The recipient should consider i ts own f inancial s i tuat ion, object ives and needs and conduct i ts own independent invest igat ion and assessment of the contents of this f inancial model , including obtaining investment , legal , tax , accounting and other such other advice as i t considers necessary or appropr iate.

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F O U N D E R ’ S M E S S A G E

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F O U N D E R ’ S M E S S A G EM r . I s a a c ( Z a c ) H a l m a n

Since our family purchased the business in 2010, Angel has developed rapidly from a tradit ional oyster-growing business into an organic and sustainably cer t i f ied premium producer. Angel is now located in the pr ist ine waters of Smoky Bay, Haslam, Coff in Bay and Cowel l . After consider ing al l opt ions our focus became producing top-qual i ty products without compromise, and servic ing our customers beyond expectat ions. That meant WORK – big-t ime!

In between br inging three chi ldren Reef , Ocean and Morr ison into the world , and developing our business, the last seven years have been a busy and product ive t ime for our family.

We had a posit ive response to our f i rst crop of oysters , grown to exact ing specif icat ions. We have learnt so much about how and why we do what we do and became highly motivated.

The sat isfact ion from growing premium oysters from our ‘oyster heaven’ was then propel led by the success of our f i rst entry in the Austral ian Nat ional Oyster Competit ion where we found ourselves on the podium for 2nd pr ize. I t d idn’t take long to be convinced that qual i ty is our number one focus and that we were onto something special .

However, growing a premium product was only half the job. We then focused on customer service , gaining organic cer t i f icat ion to s ignal our adherence to best- industry standards, best growing pract ices and packaging. Organic cer t i f icat ion for Angel was an industry f i rst in Austral ia .

This organic cer t i f icat ion should not be underest imated. After a 12 month audit , Angel Oysters was granted organic cer t i f icat ion through NASAA. With the v iew to cont inual ly improve the Company and form a point of d i f ference, we then went one step fur ther and appl ied for an accreditat ion

that no oyster farmer in the world had at the t ime. The Company appl ied for a sustainabi l i ty accreditat ion from “Fr iends of the Sea” and after another audit ing process was granted the sustainable cer t i f icat ion.

I t was another motivat ing shot in the arm to become aware of Angel ’s Organic oysters being served in f ive-star hotels in Hong Kong. Addit ional ly we now supply premium Austral ian restaurants , including the 2014 South Austral ian Restaurant of the Year, Orana.

In our expansion plans, we launched new leases and seeded the young spat in consultat ion with a premium hatchery. However, Angel reached a point in 2016 where in order to take this to the next level we required addit ional capital to cont inue to expand as rapidly as we have been.

Angel has ident i f ied s ignif icant opportunit ies which wi l l enable us to group a number of oyster farms into one ent i ty now known as Angel Oysters Austral ia (100% owned subsidiary of Angel Seafood Holdings Ltd) .

I am a true bel iever that i f we look after the environment and eco system we farm in then i t wi l l look after us. As par t of my effor ts to assist in preserving the pr ist ine waters we farm in and help the South Austral ian Oyster Industry. I a lso par take in assist ing the South Austral ian Oyster Growers Associat ion (SAOGA), as a board member I seek to ensure a sustainable oyster farming industry and also ensure minimal environmental impact from the industry ’s farming pract ices. We have a code of pract ice in place that a ims to ensure that a l l SAOGA members adopt the highest professional standards.

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C O M P A N Y O V E R V I E W

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S M O K Y B A Y

H A S L A M

C O F F I NB A Y

C O W E L L

Y O R K E P E N I N S U L A

P O R T L I N C O L N

S P E N C E RG U L F

E Y R E P E N I N S U L A , S A

A U S T R A L I A

• S M O K Y B A Y

• H A S L A M

• C O F F I N B A Y

• C O W E L L

O R G A N I C , S U S T A I N A B L E , N O C H E M I C A L S , A W A R D W I N N I N G O Y S T E R S .

A N G E L O Y S T E R S A U S T R A L I A O P E R A T I N G L O C A T I O N S

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A N G E L O Y S T E R S A U S T R A L I A P T Y L T D1 0 0 % o w n e d s u b s i d i a r y o f A n g e l S e a f o o d H o l d i n g s L t d

Angel Oysters Austral ia Pty Ltd (Angel) , s i tuated in the clear and clean waters of the Eyre Peninsula , South Austral ia , is an Organical ly and Sustainably Cer t i f ied Oyster producer ; Organical ly cer t i f ied through internat ional ly recognised Nat ional Associat ion for Sustainable Agr iculture , Austral ia (NASAA) and sustainably cer t i f ied with the internat ional ly recognised ‘Fr iends of The Sea’ organisat ion. Angel is a lso a mult i -award winning oyster producer that markets product both domestical ly and internat ional ly.

Angel Oysters Austral ia , or ig inated from the founder ’s or ig inal business venture (Angel Oysters) , which commenced operat ions in 2010 when Isaac (Zac) Halman and his family took over an exist ing oyster farm in Smoky Bay and re-branded the company. Zac has bui l t up an extensive knowledge of the industry and has formed a passion for the environment which shines through, as proven by the organic and sustainable cer t i f icat ion he has been able to achieve after passing a number of specif ic audits. Zac had been able to grow his business/stock each year s ince incept ion in 2010. He has ident i f ied a unique and rare opportunity to aggregate a number of smal ler businesses into one large ent i ty and Angel is now embarking on a major expansion in the South Austral ian Oyster industry.

To date Angel has raised approximately $5,500,000 of capital . This capital was ut i l ised to fund an aggressive expansion into the “supercharged waters” of Coff in Bay, and has al lowed Angel achieve record sales volumes.

Angel current ly operates out of four specif ic geographical locat ions on the Eyre Peninsula , being Coff in Bay, Haslam, Smoky Bay and Cowel l . The abi l i ty to farm out of these four specif ic locat ions gives Angel a s ignif icant advantage when i t comes to r isk management and also the abi l i ty to move oysters

from one locat ion to the other depending on what phase the oyster is in dur ing i ts growth cycle.

I t is ant ic ipated that the funds raised through any potent ia l IPO wi l l pr imari ly be used to increase the s ize of the business (acquisit ions already ident i f ied) , meaning Angel wi l l potent ia l ly become South Austral ia’s largest oyster producer. There is obviously a r isk as to whether an IPO wi l l be successful .

The current oyster industry in South Austral ia is general ly made up of many smal l family run producers. The board has ident i f ied cost reduct ions and signif icant eff ic iencies to be gained through the implementat ion of their strategic growth based Business Plan.

Angel has already ident i f ied farmers that are ready to sel l their assets. This expansion, wi l l be made possible through a potent ia l IPO raise.

Current ly South Austral ian oyster product ion is est imated to be $35-40 mi l l ion* per year which makes up less than 1% of the world ’s product ion. I t is intended that the upside potent ia l to increase product ion of our world c lass oysters wi l l be evident through our aggressive expansion plans going forward.

From there , fur ther expansion may be under taken to target increasing revenues whi le decreasing cost of product ion. Through the implementat ion of Angel ’s systemised farming techniques the Company wi l l look to increase product ion. Any increased product ion wi l l be sold into an expected growing expor t market .

* http ://www.pir.sa.gov.au/__data/assets/pdf_f i le/0008/221993/Aquaculture_IndustryBooklet .pdf

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O R G A N I C S U S T A I N A B L EN O C H E M I C A L SA W A R D W I N N I N G O Y S T E R S

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C O M P E T I T I V E A D V A N T A G E

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O U R C O M P E T I T I V E A D V A N T A G EW h a t i s u n i q u e a b o u t A n g e l O y s t e r s A u s t r a l i a ?

C E R T I F I E D O R G A N I C P A C I F I C O Y S T E R P R O D U C E RIn order to obtain this cer t i f icat ion oyster farmers need to go through a 12-month audit , and then annual compl iance checks, of a l l water farms and land based faci l i t ies. A number of important requirements must be met in order to be granted th is cer t i f icat ion. “ F R I E N D S O F T H E S E A ” C E R T I F I E D S U S T A I N A B L E P A C I F I C O Y S T E R P R O D U C E R To be cer t i f ied sustainable Angel must complete another audit on al l water farms and land based faci l i t ies. This audit a lso takes into account the organic cer t i f icat ion that goes hand in hand with the sustainable cer t i f icat ion meaning i t would be extremely dif f icult to be cer t i f ied sustainable i f you’re not a lready cer t i f ied organic.

I D E A L G E O G R A P H I C A L L O C A T I O N SAngel has secured highly product ive water leases in the ideal farming locat ions on the Eyre Peninsula , th is enables us to grow world c lass oysters. Angel ’s mult i -bay geographic footpr int a l lows the management of r isks and at the same t ime provides oysters with the opt imum growth condit ions at each stage of their l i fe cycle. Having the abi l i ty to farm out of four locat ions gives Angel an advantage over other oyster producers that typical ly ut i l ise only one or two bays.

P R O V E N P R O F I T A B I L I T YThe business has been prof i table year on year s ince incept ion in 2010 with the except ion of the 16/17 f inancial year due to costs associated with the rapid and aggressive expansion of the business. L A R G E F O O T P R I N TIn one of these four locat ions Angel has negot iated to acquire a large percentage of a l l avai lable water leases in this area. This gives Angel a dist inguishable advantage over other oyster producers by being able to control these waters with the large lease holdings we wi l l operate. T H E A N G E L T E A MAngel has formed a highly ski l led and knowledgeable team over the past seven years , th is team is able to eff ic ient ly and seamlessly integrate newly acquired oysters farms into the exist ing business without disrupt ing the day to day running of the business.

A B I L I T Y A N D K N O W L E D G E Angel ’s team has the abi l i ty and knowledge that a l lows new acquisit ions to be successful ly incorporated into the business and cer t i f ied organic and sustainable in a matter of months.

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O U R C O M P E T I T I V EA D V A N T A G E ( C o n t i n u e d )

W h a t i s u n i q u e a b o u t A n g e l O y s t e r s A u s t r a l i a ?

E X P O R T P A R T N E R Angel has proven expor t sales in Hong Kong and Singapore and has a strong par tnership with an expor ter of premium grade meats and seafood that has customers in 35 countr ies. The expor t market secures a premium pr ice for c lean green produce and wi l l be a key factor in support ing Angel ’s prof i tabi l i ty.

D E M A N D Past and current demand far outweighs Angel ’s and the broader oyster industry ’s current abi l i ty to supply the market and is a key factor that underpins the Company ’s growth model .

B A R R I E R S T O E N T R Y Angel is in a unique industry where the industry is control led through the issue of a l imited number of Government Approved (oyster) Leases. The South Austral ian Government str ict ly regulates the aquaculture industry with r igorous assessment measures in place through the industry ’s mandatory accreditat ion program. Str ict ly managed water a l locat ions and strategic locat ion planning protects the ecosystems whi le a lso being a key factor in dr iv ing oyster lease pr ices.

Simply put , i f the oyster lease doesn’t current ly exist then you cannot establ ish one elsewhere. This l imited number of leases is what dr ives pr ices for oyster leases and also at the same t ime protects the environment and ecosystem from over populat ion of oyster farms. Over populat ing the waters and bays with oyster farms may have a negat ive effect on the ecosystem we farm in so i ts paramount these are kept to a sustainable number.

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S M O K Y B A Y

H A S L A M

C O F F I NB A Y

C O W E L L

Y O R K E P E N I N S U L AP O R T

L I N C O L N

S P E N C E RG U L F

E Y R E P E N I N S U L A , S A

They mature feeding from natural ly

nutr ient-r ich waters , without

any chemical addit ives.

When ful ly matured, the

oysters are harvested.Oysters are packaged in hessian bags or

pre-chi l led , non- leak car tons, ensur ing

maximum qual i ty and shelf - l i fe .

Angel ’s growing techniques focus on

a balanced, f resh “straight from the

sea” and premium product that wi l l

“wow” both the eyes and the palate.

Spat are careful ly ra ised in sustainable ,

long- l ine baskets within the pr ist ine

waters of the Eyre Peninsula.

B U S I N E S S P R O C E S S

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C A P I T A L S T R U C T U R E O N I P O

ANGEL OYSTERS AUSTRALIA PTY LTD, WHICH IS 100% OWNED BY ANGEL SEAFOOD

HOLDINGS LTD, ON IPO WILL BECOME AUSTRALIA’S LARGEST PREMIUM PRODUCER OF

CLEAN, GREEN, ORGANIC AND SUSTAINABLE OYSTERS.

THIS IS JUST THE START OF OUR JOURNEY.

Issue Price: 20-Cents per share.

Number of Shares on Offer: Up to 40,000,000 to raise $8,000,000.

Total Number of Shares on Issue Post Raise at

Full Subscription: 125,577,900.

Indicative Market Cap Listing: $25,115,580.

Post Raise Net Realisable Assets*: Approx. $13.3m.

EV: Approx. $12.0m#. * Realisable assets include cash, tangible assets and water leases.# Net Realisable assets is used to formulate EV.

Subject to f inal isat ion, refer to Prospectus for f inal capital structure.

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P R O F O R M A C A P I T A L S T R U C T U R E *

* S u b j e c t t o f i n a l i s a t i o n , r e f e r t o P r o s p e c t u s f o r f i n a l c a p i t a l s t r u c t u r e .

Minimum Subscript ion

Maximum Subscript ion

Current Shares on issue 80,702,900 80,702,900

Shares to be issued under the Offer 30,000,000 40,000,000

Addit ional Shares to be issued to the Company Founder and Lead Manager separate to the Offer 1 ,750,000 1,750,000

Shares to be issued on conversion of Conver t ib le Notes 3 ,125,000 3,125,000

Offer Pr ice per Share $0.20 $0.20

Gross proceeds from the Offer $6,000,000 $8,000,000

Undiluted total number of Shares on issue at completion of the Offer 115,577,900 125,577,900

Undi luted indicat ive market capital isat ion at complet ion of the Offer $23,115,580 $25,115,580

Performance Shares on issue at complet ion of the Offer 1 ,500,000 1,500,000

Total number of Shares and Performance Shares on issue at complet ion of the Offer 117,077,900 127,077,900

Options on issue at complet ion of the Offer (over Shares) 12,000,000 12,000,000

Performance Rights on issue at complet ion of the Offer 4 ,000,000 4,000,000

Total number of secur i t ies and Performance Rights on issue at complet ion of the Offer on a ful ly d i luted basis 133,077,900 143,077,900

Ful ly Di luted Indicative market capital isat ion at completion of the Offer $26,615,580 $28,615,580

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P R O P O S E D U S E O F F U N D S

A S S U M I N G $ 8 , 0 0 0 , 0 0 0 R A I S E D A M O U N T %

P U R C H A S E A N D D E P O S I T S F O R C O N T R A C T E D A C Q U I S I T I O N S O F W A T E R

A N D L A N D B A S E D A S S E T S$ 4 , 0 0 0 , 0 0 0 5 0 . 0 0

C A P I T A L E X P E N D I T U R E O T H E R T H A N W O R K I N G C A P I T A L $ 8 0 0 , 0 0 0 10.00

W O R K I N G C A P I T A L * $ 7 0 0 , 0 0 0 8 . 7 5

E X P E N S E S O F T H E O F F E R $ 8 5 8 , 5 0 0 1 0 . 7 3

F U N D S F O R F U T U R E A C Q U I S I T I O N S $ 1 , 6 4 1 , 5 0 0 2 0 . 5 2

T O T A L F U N D S U S E D $ 8 , 0 0 0 , 0 0 0 1 0 0 . 0 0

* T o d a t e j u s t $ 4 0 , 0 0 0 f r o m a l l p r e v i o u s r a i s e s h a v e b e e n d i v e r t e d t o W o r k i n g C a p i t a l ( W C ) . T h e p r o v i s i o n s f o r W C i n t h i s r a i s e i s d u e t o t h e r e c e n t i n d u s t r y w i d e S p a t M o r t a l i t y e v e n t .

R e f e r C o m p a n y A n n o u n c e m e n t d a t e d 1 0 A u g 1 7 f o r m o r e d e t a i l .

The above table is a statement of current intentions as of the date of this presentation. As with any budget, intervening events and new circumstances have the potential to affect the manner in which the funds are ultimately applied. The Board reserves the right to alter the way funds are applied on this basis.

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T h e B o a r d o f A n g e l i s i n n e g o t i a t i o n s f o r p o s s i b l e a c q u i s i t i o n s . A n y a c q u i s i t i o n s w i l l b e c o n t i n g e n t o n a s u c c e s s f u l I P O .

A C Q U I S I T I O N A N D

D E V E L O P M E N T P L A N

1 . P O S S I B L E C O W E L L A C Q U I S I T I O N A N D D E V E L O P M E N T .

2 . P O S S I B L E H A S L A M / S T R E A K Y B A Y A C Q U I S I T I O N A N D D E V E L O P M E N T .

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A C Q U I S I T I O N C O N T I N G E N T O N S U C C E S S F U L I P O1 . C o w e l l A c q u i s i t i o n

C O W E L L – O U T R I G H T A C Q U I S I T I O N O F E X I S T I N G F A R MThis possible acquisit ion is based in a much sought after oyster farming locat ion on the Eyre Peninsula approximately 200km’s North East of Coff in Bay.

Cowel l has become a wel l known oyster growing locat ion in South Austral ia which boasts highly nutr ient r ich waters that compl iment our exist ing por tfol io of qual i ty water assets throughout the Eyre Peninsula.

The Board would predominant ly use these waters to in i t iate the growth of the oysters before being transported to Coff in Bay where the oysters wi l l complete their growth cycle before being sold.

P O S S I B L E A C Q U I S I T I O N I N C L U D E S :

• 10 hectares of ful ly developed, qual i ty and proven water leases.

• Water based Infrastructure such as posts and l ines.

• Purpose bui l t land based faci l i ty.

• Oyster tender and tractor.

• Oyster grading machine.

• Oyster basket washer.

• Oyster baskets (enough to stock the lease) .

• Special ist spat baskets to raise juveni le oysters.

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H A S L A M – A C Q U I S I T I O N A N D D E V E L O P M E N T P L A NIn addit ion to Cowel l the Company has ident i f ied exist ing oyster leases in Haslam and Streaky Bay, South Austral ia . This possible acquisit ion is strategic in nature as i t g ives the Company control of the major i ty of the leases in Haslam and the most modern and largest oyster processing site .   Haslam is s i tuated approximately 300km to the North West of Coff in Bay. The water is ideal as a holding pen for Oysters to maintain their s ize , health and taste before being transferred to Coff in Bay to f in ish their grow out and sale phase.  I t is intended that this possible acquisit ion wi l l form the foundat ions for fur ther expansion of water based assets throughout the oyster growing region of Haslam as the Company cont inues to grow. The land based assets are made up of purpose bui l t grading faci l i t ies and machinery which are ideal for the Company ’s current and future expansion plans in this area.

2 . H a s l a m A c q u i s i t i o n

E X I S T I N G A N D N E W L Y

G R A N T E D L E A S E A R E A

P O S S I B L E A C Q U I S I T I O N I N C L U D E S :

• 10 hectares of qual i ty and proven water leases in Haslam

(Nor th Bank) .

• 8 hectares of water leases in Per ludie (South Bank) .

• 5 hectares of water leases in Streaky Bay (Blanche Por t) .

• Water based Infrastructure such as posts and l ines.

• Purpose bui l t land based faci l i ty in Haslam.

A C Q U I S I T I O N C O N T I N G E N T O N S U C C E S S F U L I P O

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A N G E L S E A F O O D H O L D I N G SL A N D A N D W A T E R B A S E D A S S E T S

R E G I O NW A T E R L E A S E S O W N E D / U N D E R

C O N T R A C T

W A T E R L E A S E SR E N T E D

L A N D B A S E P R O C E S S I N G

FA C I L I T Y

E X P O R T FA C I L I T Y B O A T S

S M O K Y B A Y 3 . 3 3 H E C T A R E S 2 H E C T A R E S 1 — 1

H A S L A M * 2 5 . 5 0 H E C T A R E S — 1 — 1

C O F F I N B A Y 4 . 7 5 H E C T A R E S 0 . 5 H E C T A R E S 1 T O B E C O N S T R U C T E D 2

C O W E L L * 1 0 . 0 0 H E C T A R E S — 1 — 1

S T R E A K Y B A Y * 5 . 0 0 H E C T A R E S — 0 — -

T O T A L 4 8 . 5 8 2 . 5 H E C T A R E S 4 1 5

* P O S S I B L E A C Q U I S I T I O N S : A C Q U I S I T I O N S C O N T I N G E N T O N S U C C E S S F U L I P O

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I N V E S T M E N T O V E R V I E W

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K E Y I N V E S T M E N T P O I N T S

B A S E D O N P A S T A N D C U R R E N T D E M A N D A N G E L C A N S E L L E V E R Y O Y S T E R

C U R R E N T L Y P R O D U C E D .

D O M E S T I C D E M A N D , P A S T A N D C U R R E N T , C U R R E N T L Y

O U T W E I G H S S U P P L Y .

E X P O R T D E M A N D , P A S T A N D C U R R E N T , C U R R E N T L Y

O U T W E I G H S S U P P L Y .

E S T A B L I S H E D B U S I N E S S W I T H P R O V E N O P E R A T I O N A L

P R O F I T A B I L I T Y .

H I G H L Y S K I L L E D O P E R A T I O N A L M A N A G E M E N T T E A M .

U N I Q U E I N D U S T R Y T H A T ’ S S T I L L I N I T S I N F A N C Y ,

W H I C H P R E S E N T S E N O R M O U S O P P O R T U N I T I E S .

S U S T A I N A B L E A N D O R G A N I C A L L Y G R O W N

A N D C E R T I F I E D .

H I G H L Y S K I L L E D B O A R D M E M B E R S W I T H A P R O V E N

T R A C K R E C O R D .

R A P I D O P E R A T I O N A L G R O W T H I N A U S T R A L I A

P R O P O S E D .

A N U M B E R O F E X P A N S I O N P O S S I B I L I T I E S A L R E A D Y I D E N T I F I E D W I T H I N T H E

A Q U A C U L T U R E I N D U S T R Y .

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C E R T I F I E D S U S T A I N A B L E

C E R T I F I E D O R G A N I C

A W A R D W I N N I N G P A C I F I C O Y S T E R S

O N E O F O N L Y T W O C E R T I F I E D S U S T A I N A B L E O Y S T E R P R O D U C E R S I N T H E W O R L D .

O N E O F O N L Y T W O O R G A N I C C E R T I F I E D P A C I F I C O Y S T E R P R O D U C E R S I N A U S T R A L I A .

Cert No 5411

C R E D E N T I A L S A N D A W A R D S

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F I R S T M O V E R A D V A N T A G E• Angel is in a unique posit ion; the oyster industry in Austral ia ,

and specif ical ly South Austral ia , is st i l l in i ts infancy and is made up of predominately smal l family run businesses. This presents a number of attract ive opportunit ies going forward.

• Angel has ident i f ied the opportunity to aggregate a number of these smal ler businesses into one large dominant oyster producer in the industry.

• This larger business wi l l apply a systems based approach to oyster farming and the oyster industry, which cannot current ly keep up with the demand coming from domestic and internat ional markets.

• I t is a Buy i t and they wi l l grow model : Angel has the water and Juveni le Oysters already; once these Oysters reach a marketable s ize then the business achieves matur i ty.

• A s imple yet effect ive model : grow the business such that i t can handle and grow 24-mi l l ion SPAT PA al lowing a substant ia l upl i f t in sales over a re lat ively shor t per iod of t ime.

• Angel has the desire , team and plan in place to become Austral ia’s largest producer of f resh, c lean, green, organic and sustainable oysters.

N E W E X P O R T M A R K E T S• Angel ’s key expor t market , Asia , has shown consistent

demand for South Austral ia’s world c lass oysters.

• This expor t market pays a s ignif icant premium over domestic pr ices for very l i t t le addit ional cost to Angel .

I N V E S T M E N T H I G H L I G H T S

• Current ly Angel only sel ls about 5% of product ion to Asia. The new expor t model wi l l a im to see this move to 60-70% of product ion and consequent ly is expected to have a posit ive impact on prof i tabi l i ty.

• Angel has recent ly par tnered with a special ist expor ter of premium Austral ian meat and seafood. I t is intended that this par tnership wi l l help fast track our entry into the current untapped markets of Asia and around the world.

• I t is est imated the market s ize world wide for Pacif ic Oysters is in excess of US$4b* with the major i ty of this demand coming from Asia.

• Angel current ly provides 100% of the World ’s cer t i f ied organic and sustainable Pacif ic Oysters.

E X P A N S I O N• Since Angel ’s f i rst successful expansion into Coff in Bay the

company has exper ienced record sales and customers have cont inued to show demand for our product.

• The board wi l l consider potent ia l future acquisit ions.

• Design work has star ted on the expor t faci l i ty that wi l l soon be constructed on exist ing land in Coff in Bay (funded through the IPO) , th is wi l l assist in reducing costs and increasing expor t sales as we star t to rol l -out our expor t expansion model .

• The major i ty of funds raised wi l l go towards the purchase of water and land based assets.

•

* http://www.fao.org/

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• Achieved revenue targets and record sales.

• Successful integrat ion of Coff in Bay acquisit ion.

• Deployed raised capital in accordance with the Business Plan.

• Ident i f ied and executed contracts for new business enhancing acquisit ions which wi l l boost our product ion base and lead to higher prof i tabi l i ty.

• New oyster tender bui l t and del ivered. This wi l l assist in reducing fuel and labor costs going forward.

• Purchase of addit ional oyster grading machinery that wi l l be able to handle the increased volume of oysters that the Company ant ic ipates to produce going forward.

• Planning and design of shed extension in Coff in Bay to cope with increased oyster product ion. Construct ion to commence shor t ly.

A N G E L O Y S T E R S A U S T R A L I A A C H I E V E M E N T S S I N C E 1 S T A C Q U I S I T I O N ( O C T - 2 0 1 6 )

• Planning and design of new expor t faci l i ty in Coff in Bay has commenced, which wi l l assist to streamline operat ions and in turn reduce costs. Construct ion to commence shor t ly.

• Cont inued to establ ish a professional team with extensive exper ience in farm management , processing, sales , project management and market ing.

• Angel has negot iated a favourable rental agreement for an addit ional 0.5 hectare of water in Coff in Bay adjacent to exist ing water leases owned by Angel , and is now ful ly operat ional .

• Angel executed a key par tnership with a major Austral ian expor ter of premium meat and seafood, Mulwarra Expor t .

• Progressed the Company towards an IPO l ist ing.

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• Cont inue to supply our new expor t par tner and assist in growing brand awareness in the targeted expor t markets.

• Commence sales out of Angel ’s new expor t faci l i ty in Coff in Bay.

• Cont inue to purchase new spat as per our growth plan.

• Cont inue to establ ish re lat ionships and agreements with other farmers in the area with the v iew to purchase on-growers (oysters grown on contract by other farmers) which should assist in increasing revenues.

• Cont inue to increase product ion numbers of Angel farmed oysters from spat to sale.

• Relocate water leases to Beacon, one of Coff in Bay ’s fastest growing sites. Relocat ion wi l l increase asset value to the company, which is intended to increase product pr ice and decrease turnover t ime, result ing in potent ia l increased prof i tabi l i ty.

• Commence ful l product ion at our newly acquired Cowel l s i te .

A N G E L S E A F O O D H O L D I N G S L T DN E X T 1 2 M O N T H S

• Cont inue to farm and develop Haslam where Angel controls a large number of leases in this area. The Company ant ic ipates this re lat ively undeveloped farming region on the Eyre Peninsula could potent ia l ly become a much sought after locat ion for farming oysters , s imi lar to the attr ibutes of Coff in Bay, Cowel l and Smoky Bay.

• Acquire addit ional land/water leases in Coff in Bay, Smoky Bay, Haslam and Cowel l i f/when required.

• Cont inue to evaluate potent ia l acquisit ions both in South Austral ia and other oyster farming states.

The above are statements of current intentions as of the date of thispresentation. As with any forward looking information, intervening eventsand new circumstances have the potential to affect the Company’s futureplans and, as such, the above statements are indicative only. There is noguarantee that these milestones will be met (or if met, that they will bemet in the indicated timeframe).

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A V E R A G E D O M E S T I C P R I C E A C H I E V E D P E R O Y S T E R

( S I Z E - B I S T R O )

Y E A R

2 0 1 0 2 0 1 1 2 0 1 2 2 0 1 3 2 0 1 4 2 0 1 5 2 0 1 6 2 0 1 7

$ 0 . 8 0

$ 0 . 7 0

$ 0 . 6 0

$ 0 . 5 0

$ 0 . 4 0

$ 0 . 3 0

$ 0 . 2 0

$ 0 . 1 0

$ 0 . 0 0

Pric ing sourced from internal Angel Seafood Holdings Invoices

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A N G E L ’ S S A L E S R E V E N U E

ACTUAL NEW ENTITY ACTUAL PREVIOUS ENTITYFY 15/16 WAS LOWER DUE TO STOCK

BEING HELD BACK FOR FUTURE YEARS.

0FY 10/11 FY 11/12 FY 12/13 FY 13/14 FY 14/15 FY 15/16 FY 16/17

$1,385,000

$98,142 $608,237 $1,014,273 $1,084,725 $1,633,817 $1,417,397 $387,000

9 MONTHS

3 MONTHS

$2,000,000

$1,500,000

$1,000,000

$500,000

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I N C O M I N G B O A R D

T I M G O L D S M I T H N O N E X E C U T I V E C H A I R M A NTim was a Par tner at g lobal professional services f i rm Pr icewaterhouseCoopers (PwC) for over 20 years and comes with decades of leadership exper ience in many corporate sectors.

Tim is a Non-Execut ive Chairman at ASX l isted company Hazer Group Limited. T im holds a BA(Hons) and is a Fel low Inst i tute of Char tered Accountants in England & Wales and a Member Inst i tute of Char tered Accountants in Austral ia & New Zealand.

A S H L E Y R O F F N O N E X E C U T I V E D I R E C T O RAshley has had extensive exper ience in the l isted space including coordinat ing the publ ic l ist ing ( IPO) of Abor iginal Holdings Ltd and serving as i ts company secretary. He was also responsible as General Counsel for the publ ic compl iance l ist ing of ABB Grain Ltd and served as their company secretary from 2005 to 2009. After ABB was acquired by Viterra Ltd , a Canadian company, Ashley was responsible from 2009 unt i l 2010 for l ia is ing with ASX on Viterra’s Chess Depositary Interests (CDI) program. Ashley has act ively par t ic ipated in many ASX l isted company board meet ings and advised on specif ic roles and responsibi l i t ies.

Ashley is a qual i f ied Master of Laws (LLM).

M I C H A E L P O R T E R N O N E X E C U T I V E D I R E C T O RMichael has extensive exper ience in the Agr iculture Sector having been CEO of a farmer owned unl isted publ ic company that special ised in the market ing of grain and the importat ion of fer t i l iser and seed for cropping farms.

Michael holds a Bachelor of Business Studies (Enterpr ise Development) , a Post-Graduate qual i f icat ion in Change Management and is a Graduate of the AICD Program (GAICD).

I S A A C ( Z A C ) H A L M A N F O U N D E R & E X E C U T I V E O P E R A T I O N S D I R E C T O RZac founded Angel Oysters in 2010 and has been a dr iv ing force of innovat ion in the oyster industry in South Austral ia . Zac is a lso a Board Member of the South Austral ian Oyster Growers Associat ion (SAOGA) and plays a key role assist ing in the growth of the industry.

C H R I S T I N E M A N U E L C O M P A N Y S E C R E T A R YChrist ine is an exper ienced Company Secretary and corporate governance professional . A Char tered Secretary, with Fel low status, with pract ical exper ience of the publ ic l isted company environment and requirements ( in an ASX20 company) , f inancial services and mutual organisat ions as wel l as unl isted publ ic , propr ietary and internat ional ly domici led companies in a var iety of industr ies.

Chr ist ine has current knowledge of cutt ing edge corporate governance pract ice , par t icular ly within l isted publ ic companies, having recent ly presented on this topic at the recent 2017 Governance Inst i tute Seminar.

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D E M A N D F O R P A C I F I C O Y S T E R S

D E M A N DHistor ical ly peak demand for Coff in Bay oysters in Asia (and the nor thern hemisphere more general ly) coincides with peak condit ion of South Austral ian oysters. The graph below shows growing demand dur ing Austral ia’s winter months, which has been due to demand from Asia dur ing this t ime. By June each year expor t demand to Asia exceeds what can current ly be suppl ied by the Company. When Expor t demand star ts to s low in November the domestic demand in Austral ia picks up which ensures constant demand for our oysters al l year round.

E X P O R T

D E M A N D

N O R T H E R N

H E M I S P H E R E

C O N D I T I O N

S O U T H E R N

H E M I S P H E R E

D E M A N D

C O F F I N B A Y

O Y S T E R

C O N D I T I O N

J A N F E B M A R A P R M A Y J U N J U L A U G S E P O C T N O V D E C

Sources: - http ://epubs.scu.edu.au/cgi/v iewcontent .cgi?ar t ic le=1049&context=merc_pubs - https://par isbymouth.com/primer-eat ing-oysters- in-par is/

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W O R L D O Y S T E RP R O D U C T I O N

P R O D U C T I O NThe fol lowing pie char t shows that the Southern Hemisphere accounts for only a smal l percentage of the world ’s oyster product ion which is why demand for c lean shel led, parasite free South Austral ian oysters in peak condit ion from June to November (whi le the condit ion of oysters in the Northern Hemisphere decl ines) wi l l cont inue to be beyond what can be suppl ied. I t is est imated that the value of the world ’s oyster product ion is in excess of US$4 Bi l l ion per year.

CHINA 78.3%

KOREA 6.2%

JAPAN 4.3%

USA 3.4%FR

AN

CE 2.1%

IND

ON

ESIA

1.3%M

EXIC

O 1.1%

TAIW

AN

0.8%TH

AILA

ND

0.6

%P

HILLIP

IAN

S 0

.5%

AUSTRALIA 0.3%

WORLD OYSTER PRODUCTION, 2010 (ALL SPECIES) 4.6M TONNES*

OT

HE

RS

0.9

%

IRELAND 0.2%

*Sources: - http ://en.aquaculture. i f remer.fr/World-stat ist ics/Mol luscan-Shel l f ish-farming/World-product ion - http://www.themeatsite.com/ar t ic les/2093/r is ing-french-oyster-pr ices-compensate-mortal i t ies/

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K E Y R I S KA n g e l O y s t e r s A u s t r a l i a ’ s k e y r i s k i s P a c i f i c

O y s t e r M o r t a l i t y S y n d r o m e ( P O M S )

Pacif ic Oyster Mortal i ty Syndrome (POMS) is a disease which affects mainly juveni le (<12-mths old) Pacif ic Oysters. I t is current ly found in three estuary systems in NSW (ASH does not farm in NSW) - Georges River, Parramatta River and the Hawkesbury River. A case has previously been detected in associat ion with mortal i t ies of farmed Pacif ic Oysters in Tasmania. To date POMS has not occurred in South Austral ia . In an effor t to stop i t spread to SA, the Government has banned al l movement of Oysters including SPAT (baby oysters) between States. This has led to a gap in oyster product ion in SA and to a number of d istressed assets being offered to the market . Subsequent ly, the SA Government has funded a number of SPAT producers to commence operat ions in South Austral ia . These are now in product ion in Por t L incoln and Cowel l . Angel has been, and wi l l be receiv ing more SPAT from these hatcher ies in the coming months.

In addit ion to sett ing up SPAT product ion in SA, the Austral ian oyster industry is working to produce a POMS immune SPAT. So far they have achieved approximately 70% resistant SPAT which is increasing every month, meaning the r isk factors associated with a POMS outbreak in SA are also reducing over t ime.

Angel has a detai led cont ingency plan in place which would be implemented immediately in the event that POMS was to enter the waters in which we are farming. The Board has also mit igated the r isk of POMS by operat ing out of our four specif ic geographical locat ions in South Austral ia . This forms par t of our detai led business model which assists in reducing r isks and increasing product iv i ty.

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O T H E R R I S K S O F I N V E S T M E N T I N T H E C O M P A N Y

An investment in any New Shares should be considered highly speculat ive. There are a number of factors which may affect the future operat ing and f inancial performance of the Company and the value of the New Shares. Some of these factors can be mit igated using safeguards and appropr iate commercial act ion. However, many are outside the control of the Company and cannot be mit igated.

This sect ion descr ibes some of the more mater ia l specif ic r isks associated with an investment in the Company. I t is not intended to be exhaust ive. Appl icants should read this Offer Document careful ly and before deciding to apply for New Shares, seek appropr iate professional advice.

L I Q U I D I T Y R I S KThe Company ’s shares are not current ly quoted on the ASX or any other stock exchange and there is no publ ic market for these Shares. Therefore , no readi ly accessible market exists in which secur i t ies in the Company can be bought or sold. At present , t rading in the Company ’s Shares, i f any, can only be effected by pr ivate negot iat ion and there is no guarantee that any market in the secur i t ies wi l l develop or of the pr ice at which shares may trade. Even i f the Company does l ist , the market in Shares may st i l l be i l l iquid.

I P O R I S KThe Company intends to seek a l ist ing on ASX. There is no guarantee that the Company wi l l successful ly l ist .

F U T U R E F U N D I N G N E E D SThe Company ’s expansion plans may require more capital in i ts current phase. No assurance can be given that future funding wi l l be made avai lable on acceptable terms ( i f at a l l ) . I f the Company is unable to obtain addit ional f inancing as needed, i t may be required to reduce the scope of i ts operat ions and scale back i ts expansion program as the case may be.

E X P A N S I O N R I S K The Company ’s expansion depends in par t on successful negot iat ions of fur ther water expansions. There is no guarantee of the successful outcome of these negot iat ions.

D E P E N D E N C E O N K E Y P E R S O N N E LThe Company ’s prospects depend in par t on the abi l i ty of management to manage the operat ions. Loss of key personnel may have an adverse impact on the Company ’s performance.

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O T H E R R I S K S O F I N V E S T M E N T I N T H E C O M P A N Y ( C o n t i n u e d )

D I S E A S E R I S K There is a r isk that the Company suffers a disease outbreak that impacts on the health and wel lbeing of i ts oyster stocks. This includes a disease such as Pacif ic Oyster Mortal i ty Syndrome (POMS) which affects mainly juveni le (<12 months old) Pacif ic Oysters. To date , POMS has not occurred in South Austral ia and the South Austral ian government and the Company has measures in place to mit igate the r isk of any such disease.

S U P P L Y O R S E R V I C E C O N T R A C T S / C U S T O M E R E N G A G E M E N T R I S K In order to successful ly expand expor t/domestic oyster sales , the Company wi l l need to supply or service customers to generate revenue and this wi l l require customer engagement and the execut ion of re levant contracts. Subsequent ly, forecasts are re l iant on current contracted SPAT being suppl ied. G O V E R N M E N T A P P R O V A L S R I S K The oyster industry is subject to a number of Government approvals and quotas in the form of leases and intensity of farming pract ices. In order to meet the business plan outcomes, the Company wi l l need to be able to control and farm these government approved leases. A fai lure to obtain such approvals , or s ignif icant delays in obtaining approvals , may l imit the Company ’s abi l i ty to meet i ts business and product ion goals.

C O N T R A C T R I S KThe Company ’s success is re l iant in par t on contractual re lat ionships with third par t ies. C O M P E T I T I O N R I S KThe industry in which the Company is involved is subject to domestic and global competit ion. The Company has no inf luence or control over the act iv i t ies or act ions of i ts competitors , whose act iv i t ies or act ions may, posit ively or negat ively, affect the operat ing and f inancial performance of the Company ’s business. M A N A G E M E N T O F G R O W T HThere is a r isk that management of the Company wi l l not be able to implement the Company ’s growth strategy. The capacity of the management to proper ly implement and manage the strategic direct ion of the Company may affect the Company ’s f inancial performance. I N S U R A N C E R I S KThe Company may maintain insurance within ranges of coverage that i t bel ieves to be consistent with industry pract ice and having regard to the nature of act iv i t ies being conducted. However, i t is not a lways possible to insure against a l l r isks associated with act iv i t ies in development of technology. The Company may decide not to take out insurance against cer tain r isks as a result of h igh premiums or for other reasons. Should l iabi l i t ies ar ise on uninsured r isks, the Company ’s business, f inancial condit ion and results of operat ions and the pr ice of the Shares may be mater ia l ly adversely affected.

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O T H E R R I S K S O F I N V E S T M E N T I N T H E C O M P A N Y ( C o n t i n u e d )

L E G A L P R O C E E D I N G S R I S KLegal proceedings may r ise from t ime to t ime in the course of the business of the Company. As at the date of this Company Update, there are no mater ia l legal proceedings affect ing the Company and the Directors are not aware of any legal proceedings pending or threatened against or affect ing the Company.

L E G I S L A T I V E C H A N G E The introduct ion of new legis lat ion or amendments to exist ing legis lat ion by governments, developments in exist ing common law, respect ive interpretat ion of the legal requirements in any of the legal jur isdict ions which govern the Company ’s operat ions or contractual obl igat ions and changes in government pol icy could al l impact adversely on the assets , operat ions and the overal l f inancial performance of the company and i ts secur i t ies.

E C O N O M I C R I S KChanges in both Austral ian and world economic condit ions may adversely affect the f inancial performance of the Company. Factors such as inf lat ion, currency f luctuat ions, interest rates, industr ia l d isrupt ion and economic growth may impact on future operat ions and earnings. I f any r isks above occur, i t may have a s ignif icant adverse impact on the Company, i ts operat ions and i ts abi l i ty to meet forecast targets.

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F O R M O R E I N F OP L E A S E C O N T A C T : A N G E L S E A F O O D H O L D I N G S L T D

i n f o @ a n g e l s e a f o o d . c o m . a u