New Risk • Jan 16
New major risk - Shareholder dilution The company's shareholders have been substantially diluted in the past year. Increase in shares outstanding: 33% This is considered a major risk. Shareholder dilution occurs when there is an increase in the number of shares on issue that is not proportionally distributed between all shareholders. Often due to the company raising equity capital or some options being converted into stock. All else being equal, if there are more shares outstanding then each existing share will be entitled to a lower proportion of the company's total earnings, thus reducing earnings per share (EPS). While dilution might not always result in lower EPS (like if the company is using the capital to fund an EPS accretive acquisition) in a lot cases it does, along with lower dividends per share and less voting power at shareholder meetings. Currently, the following risks have been identified for the company: Major Risks Less than 1 year of cash runway based on free cash flow trend (-AU$2.2m free cash flow). Share price has been highly volatile over the past 3 months (23% average weekly change). Earnings have declined by 17% per year over the past 5 years. Shareholders have been substantially diluted in the past year (33% increase in shares outstanding). Market cap is less than US$10m (AU$7.62m market cap, or US$4.74m). Minor Risk Revenue is less than US$5m (AU$5.3m revenue, or US$3.3m). Announcement • Nov 26
Rare Foods Australia Limited Announces Board Changes Rare Foods Australia Limited announced that Mr. Dimitri Bacopanos and Mr. Paul Italiano have been appointed as new independent Non-Executive Directors of the Company effective from 27 November 2024. Dimitri Bacopanos brings more than thirty years' experience in debt advisory, operational reviews, business restructuring, corporate finance and strategic business planning across a variety of sectors. Mr. Bacopanos ha served as Executive Director in the Transaction Advisory Services team at Ernst and Young, overseeing number of mergers and acquisitions. He also brings a significant level of product market entry expertise for primary industry products into new markets throughout the Asia Pacific region. Paul Italiano joins Rare Foods following a forty-year career across the Insurance, Corporate Finance and Energ sectors, culminating in CEO roles with both Transgrid and Western Power. Paul brings a unique blend government and private sector expertise, combined with both an operational and capital marke understanding. Ms Danielle Lee and Mr. Peter Harold will retire as directors at the Company's Annual General Meeting on Wednesday 27 November. The Board has elected Mr. Italiano as Chairman effective on the retirement of Mr. Harold. Ms Lee and Mr. Harold have served as Rare Foods' inaugural Non-Executive Directors from 2017, when the Company listed on the ASX, leading the organisation through its formative years as the business established its strategy, governance structures and also successfully navigated the impacts of the COVID-19 pandemic. 
