Natura Cosméticos S.A.

CORPORATE FINANCE

Natura Cosméticos S.A.

Puchase Price Allocation procedures related to

the acquisition of Emeis Holdings Pty Ltd.

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(Free translation from the original issued in Portuguese in

February 3, 2014)

ABCD

KPMG Corporate Finance Ltda. Av. Nove de Julho, 5109 - 6º andar 01407-905 - São Paulo, SP - Brasil

Central Tel 55 (11) 3245-8000

Fax 55 (11) 3245-8309

Internet www.kpmg.com.br

To

The Board of Directors of Natura Cosméticos S.A. São Paulo, SP, Brazil

Caixa Postal 2467

01060-970 - São Paulo, SP - Brasil

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February 4, 2014

Attention: Directors of Natura Cosméticos S.A.

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Dear Sirs:

Under the terms of our proposal for the provision of services dated January 23, 2013 and subsequent discussions, we have carried out the procedures specifically related to thePurchase Price Allocationin respect of the acquisition ofEmeis Holdings Pty Ltd., in accordance with CPC-15/IFRS 3 and on the base date of February 28, 2013, whose report is attached hereto.

We consider that within the delivery of this report the service which is the subject of our proposal is fully concluded We consider that within the delivery of this report, the service, which is the subject of our proposal, is fully concluded. We remain at your disposal for any further clarification and appreciate this opportunity to provide services to you.

Yours Sincerely,

Luis Augusto Motta Marcos de Oliveira R. Coelho

Partner Director

Contents

1. Introduction

3

Page

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

1. Introduction

Introduction (Source: Client and Company)

•

On February 28, 2013, Natura Cosméticos S.A. (“Natura” or “Client”) acquired 65% of Emeis Holdings Pty Ltd. (“Aesop” or “Company”). The amount paid by Natura was AU$ 71,1 million (R$ 143,7 million).

•

Aesop as fo nded in A stralia in 1987 foc sing on the man fact re of

– Economic/Financial valuation of Aesop prepared by KPMG;

– “Financial and tax due diligence” report prepared by KPMG Financial Advisory Services (Australia) Pty Ltd;

– Information obtained through interviews with the Management of Natura and Aesop and

•

Aesop was founded in Australia in 1987, focusing on the manufacture of personal care products aimed at the retail market (high level). On the date of the acquisition, Aesop operated in over 60 points of sale in 11 countries. The products include care of skin, body and hair. The Company´s products are available “online” and in over 50 stores in some of the world´s main cities including Paris, Tokyo and New York and are also present in some of the world´s major department stores.

Aesop; and

– Market data and information regarding the sector of the market in which the Company operates.

Scope

 Our job included the following principal procedures:

•

As a result of this transaction (“Transaction”), the Management of Natura (“Management”) requested KPMG Corporate Finance Ltda. (“KPMG”) to carry out a job entailing procedures specifically related to a Purchase Price Allocation (“PPA”) relative to the acquisition of Aesop in accordance with CPC-15/IFRS 3 and on the base date of February 28, 2013.

Objective

− Analysis of the asset and liability accounts shown in the company´s accounting statements on the base-date (excluding inventories, fixed assets and contingencies);

− Identification of tangible assets and liabilities for which it is expected that there is a difference between fair value and book value (excluding inventories, fixed assets and contingencies);

Objective

•

The objective of our job was to carry out the specific procedures described in the scope of the job in respect of the PPA of Aesop, in accordance with CPC-15/IFRS 3 and on the base date of February 28, 2013.

Basis of the information

•

W li t b l th b f i f ti d i th ti f j b

− An estimate of the fair value of these tangible assets and liabilities (excluding inventories, fixed assets and contingencies);

− Analysis and identification of the Company´s relevant intangible assets and liabilities;

− Valuation of intangible assets and estimate of the remaining useful life; and

•

We list, below, the bases of information used in the execution of our job:

– Purchase and Sale Agreement dated December 20, 2012;

– The Company´s Audited Financial Statements as at June 30, 2010, 2011 and 2012;

– Balance Sheet as at February 28, 2013 made available by Natura;

− Estimated calculation of the initial value ofgoodwill.

•

In order to estimate the fair value of the intangible assets, we used generally accepted valuation methods (described in the report).

Important information and scope limitations

•

Our work was substantially based on assumptions and information provided by

– Internal documents made available by the Management of Natura in the

1. Introduction (cont.)

•

We must emphasize that the determination of the economic value of eventual contingencies as well as inventories and fixed assets are not within the scope of this job. Thus, in respect of such items, we based ourselves on the information and analyses which were placed at our disposal by the Client´s Management and/or its respective auditors, lawyers and/or other advisors.

•

The work was carried out by KPMG under technical guidance and in an independent manner. However, the analysis of the various data to be considered for the purpose of valuation, due to their nature, demand a subjective approach so that the work may be effectively carried out, which also makes it possible that if the same analyses were to be carried out by other professionals, these could

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•

During the course of our job, we carried out analysis procedures which we deemed appropriate within its context. However, KPMG is not responsible for the information it has been provided and will not be made responsible under any circumstance, nor will bear losses or damages resulting or arising from the omission of any data or information by the Client´s Management. We would further stress that this job did not constitute an audit according to generally

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express points of view which differ from those expressed by KPMG.

•

KPMG does not issue any opinion regarding the probability of the assumptions to be used in the work materializing. Any counseling, opinion or recommendation made by us in respect of the services covered by this report must not be taken as a guarantee of the establishment or forecasting of future events and circumstances

further stress that this job did not constitute an audit according to generally accepted auditing procedures and must not be interpreted as such.

•

In this same sense, on carrying out the job, KPMG does not express any formal opinion or any other form of guarantee in relation to the financial statements.

•

The processing of information by KPMG does not imply any type of affirmation that these are true and also must not be interpreted as proof of authenticity of

circumstances.

•

We must stress that it is the nature of financial valuation models that every or any assumption alters the value obtained for the Company which is being valued. Such possibilities do not constitute errors of valuation and are recognized by the market as part of the nature of the valuation process of a company. Thus, it is impossible for KPMG to be responsible or to be made that these are true and also must not be interpreted as proof of authenticity of

the information collected and consequently does not correspond to an opinion or any other form of assurance as to their in entirety.

•

The scope of the job now carried out does not contemplate the specific and determined obligation on the part of KMPG of detecting any fraud in the operations, processes, records and documents of the Company.

responsible for eventual differences between the projected future results and those which are later effectively obtained, due to changes in market conditions or in the business of the company which is being valued.

•

Furthermore, the market knows that every valuation contains a significant level of subjectivity since it is based on expectations regarding the future which may or may not be confirmed. Therefore, it is recognized that there are no guarantees

•

We do not give the Client any assurance of success is respect of

implementation of any proposed operation, neither do we give any assurance that this may occur at any given time, neither do we answer for any eventual opportunities which may not have been identified, presented or explored, independently of the motives or reasons for such occurrences.

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that any or all of the assumptions, estimates, projections, results or conclusions used or presented in our report will be effectively reached or may come to be totally or partially achieved. The final actual results may be different from the projections and these differences can be significant.

1. Introduction (cont.)

•

The services provided are based on legal norms and regulations and, in this context, we stress that our legislation is complex and often the same legal provision can have more than one interpretation. KPMG seeks to be up to date with all the various lines of interpretation so that it may be possible to evaluate the alternatives and risks involved

Subsequent events

•

The current study used as a basis the net equity position as at February 28, 2013.

•

We would point out that relevant facts which may have occurred between the evaluate the alternatives and risks involved.

•

Consequently it is certain that there may be interpretations of the law which differ from ours. Under such circumstances, neither KPMG nor any other firm can give the client total assurance that it will not be questioned by third parties, including tax inspectors.

•

We wish to point out that we cannot guarantee that the restructuring of the

We would point out that relevant facts which may have occurred between the base-date of the valuation and the date of issue of this report were not taken into account considering the nature and objective of this job.

•

KPMG was not responsible for updating this report following its date of issue.

Free translation

•

Thi t i f t l ti i t E li h ( t d b N t )

e s to po t out t at e ca ot gua a tee t at t e est uctu g o t e proposed transaction, including its taxation aspects, will be fully accepted by the corresponding authorities in Brazil or overseas. Therefore our work has the sole and exclusive objective of attending to a specific request made by the Client´s Management.

•

The services informed and/or backed by legal norms and regulations were rendered based on laws and regulations in force at the time the services

•

This summary report is a free translation into English (requested by Natura) of the report issued in Portuguese. If there are any discrepancies or differences between the versions, the version in Portuguese, dated February,3 2014, will prevail.

rendered based on laws and regulations in force at the time the services were performed. The scope of this job does not include updating the services and/or resulting reports in the event of changes in legislation or regulations which took effect after the conclusion of the job.

Use and disclosure of the report

•

This report was prepared to be used exclusively by the Management ofThis report was prepared to be used exclusively by the Management of Aesop and therefore must not be disclosed to third parties, that is, legal entities or individuals who are not members, employees or shareholders of the Company.

•

Nevertheless, this report may be disclosed to the independent auditors of Aesop and tax authorities when requested.

Contents

Page

1. Introduction

7

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

2. Description of the Company

Source: Aesop and Natura

Description of the Company

•

Aesop is an Australian company that operates in the cosmetics segment, with products in Skin Care, Body Care and Hair Care lines amount others, including products for men, for the household and domestic animals.

•

Over the years Aesop has expanded its presence into new markets; launching in United States in 1990, followed by its arrival in Europe and Asia.

•

Currently, its products are sold in over 50 signature stores in major cities around the world including Paris, Tokyo and New York.

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•

The Aesop brand is recognized in the market for its high quality as well as its use botanical natural ingredients.

•

The Company was founded in 1987 in the city of Melbourne - Australia, initially offering only products for hair treatment.

•

The Company also has a strong presence in department stores. This business model, with department stores and its signature stores has been achieving success in various countries in which Aesop operates.

•

It is also worth highlighting that Aesop´s products are manufactured by third parties and it does not carry out its own manufacture.

Principal historical events of the Company

1987

1990

1995

2000

2005

Aesop was founded by Dennis Paphitis in Melbourne, Australia.

Launch in EUA. Launch of the Body Care e Skin Care lines.

Launch in the UK, Japan, Malaysia, France and Hong

Kong.

Launch in the EU, first signature stores inaugurated, UK subsidiary was

established.

Signature stores opened in Hong Kong,

Sydney, Taiwan, Singapore, Paris and

Canberra.

2006

French and Japanese subsidiary established,

three signature stores

2008

Singapore subsidiary established, signature

stores opened in

2009

Four signature stores opened in Australia.

2010

Hong Kong and US

subsidiarys established, signature

stores opened in Tokyo Paris

2011

New signature stores opened in the US and departament stores g

opened in Australia. London and Australia.p _{Melbourne and}Tokyo, Paris, Singapore.

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point of sale expansion.

2. Description of the Company (cont.)

Source: Aesop and Natura (cont.)

Regional Distribution Europe

Regional Hub in London Participation in revenue: 13,9%

Responsible for management, marketing, retail operations and development in Europe

APAC (excl. Australia)

Regional Hub in Hong Kong Participation in revenue: 39,3%

Responsible for management, marketing, retail operations and development in Asia and Pacific

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Americas

Regional Hub in New York Participation in revenue: 3,7%

Responsible for management, marketing, retail operations and development in the United States

development in the United States

Australia

Global Head Office Participation in revenue: 40,6%

2. Description of the Company (cont.)

Source: Aesop and Natura (cont.)

Product Portfolio

•

The Company´s product portfolio is made up of the following segments:

Participation of product ranges in total revenues (July 2011 – June 2012):

Others 15%

• Skin Care: Aesop´s Skin Care products are formulated with high concentrations of scientifically tested botanical ingredients. They also contain anti-oxidants, vitamins and vegetable extracts of the

highest quality. Skin Care50%

Hair Care 5%

• Body Care:This segment is made up of soaps, gel soaps, ointments and oils all of which are delicate but highly effective for the skin.

Body Care 30%

• Hair Care: The products in this segment were developed to attend to the needs for all types of hair.

• Others:Segment of complementary products which includes deodorants, fragrances, shaving products, travel and gift packs, domestic animal care and household items.

2. Description of the Company (cont.)

Source: Aesop and Natura (cont.)

Distribution channels

•

Below, a description of the Company´s distribution channels:

•

Signature stores: Present in the four continents they focus

•

With the exception of only two department stores located in Australia, Aesop does not sell directly to these stores but only uses their structure as a distribution channel treating them as partners. The relationship with these stores is not exclusive and so competing brands also operate alongside.

•

Number of stores:63 (June/2012)

the four continents, they focus on offering a uniform, high standard of customer attention so as to maximize the brand´s experience. Architecturally planned for speedy launching and low cost, the size of the

•

Wholesale: Aesop has always

defended a firm, premium

position in the wholesale

Number of stores:63 (June/2012)

store varies from 25m2 _{to 80m}2

both at street level and inside shopping malls.

•

Number of stores: 54

(June/2012)

•

Department stores: For over

position in the wholesale

segment so as to enhance the recognition of its brand by the target public.

•

Department stores: For over ten years, Aesop has had a strong presence in the principal department stores in Europe, Australia and Asia. The main partners are: Liberty, Lane Crawford, Isetan, David Jones,

•

The main wholesalers selected by Aesop are: drugstores, apothecaries or perfumeries, premium multi-brand stores with similar brands inside art galleries, wine cellars and bookstores, hotels, restaurants and airline companies.

•

Number of stores:355 (June/2012)

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Mitsukoshi, Lotte and Le Bom

Marchè.

•

Digital: This segment has

been recently introduced by the Company (2012). It permits expanding global presence, providing a simple introduction to new clients

•

The spaces are planned so as to combine especially designed counters with a more basic finish, both optimized for local conditions. The design is unique and

clearly differentiates the brand from its competitors as the aesthetics reflect, on a _{to new clients.}

2. Description of the Company (cont.)

Source: Aesop and Natura (cont.)

Distribution channels (cont.)

•

Shown, below, the participation in total revenue by distribution channel in 2012: Department Stores 23,5% Retail/signature stores (*) 67,1% Wholesalers 9,4% (*) Includes Distributors.

2. Description of the Company (cont.)

Source: Aesop and Natura (cont.)

Consolidated Balance Sheet

•

We show, below, the Net Equity position of the Company on the base-date of the acquisition, as informed by the Management of Natura: Consolidated Balance Sheet (in 02/28/2013)( )

Emeis Holdings Pty Ltd. (AU$ mil)

Current Assets 16.440 Current Liabilities 6.056

Cash and equivalents 5.388 Short-Term Debt 2.183

Clients 2.623 Taxes Payable 136

Other receivables 2.483 Payroll Expense 575

Inventory 5.946 Provisions 686

Other payables 2.476

Fixed Assets 11.172 Long term Liabilities 437

Deferred Tax 1.510 Accrued Expenses 356

Others 1.944 Accrued Taxes 81

Fixed Assets 7.718

Equity 21.119

Total Asset 27.612 Total Liabilities + Equity 27.612

Note 1: This Consolidated balance sheet management is a pro-forma that includes no debts of Aesop, as indicated in the purchase agreement. Note 2: The exchange rate on February 28, 2013 - R$/AU$ was 2,0215.

Contents

Page

1. Introduction

14

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

3. PPA Analysis Framework

Basic procedures

•

We present, below, the basic procedures used in the valuation of intangible assets:

Identification

Analysis and calculation

Reporting

 Analyze industry sector and business model.

C ll t d i hi t i l

 Select valuation approach:

 Market approach

 Analyze consistency with the information provided.

R i th lt ith li t

 Collect and review historical information.

 Identify potential intangible assets.

 Income approach

 Cost approach

 Estimate intangibles value.  Analyze and project life and

amortization profile for intangible

 Review the results with client.  Finalize report and analysis.

amortization profile for intangible assets.

3. PPA Analysis Framework (cont.)

Criteria for recognition

•

The criteria for recognition are summarized in the flowchart below:

Analysis

 Business model  Business

Planning

 Existing Licenses

Definition of Intangible Assets

 Existing Licenses

and Rights

 Value Drivers

Are the economic benefits achieved contractually or

legally?

Is there sufficient control over the

Can the future economic benefits

be recognized

Estimate the value of the intangible

Yes

No

Yes

Yes Yes

Are there future

economic benefits ? Can they be

separated?

resources? separately and

reliably? assets Is the economic useful life f ? No No No Yes indefinite? Amortize over the Do not No No No No Sim over the economic useful life Do not amortize Goodwill

3. PPA Analysis Framework (cont.)

Criteria for recognition (cont.)

 To value intangible assets, the first step was to identify acquired company’s potential intangible assets. Therefore, the Company’s business model was analyzed, as well as long-term planning and value elements comprising it. This information was made available to and discussed with Management and analyzed in light of our experience in similar projects and of market practices.  An intangible asset is recognized separately from goodwill if it meets intangible

assets definition and its fair value may be reasonably measured.

 The definition of intangible assets determines that it needs to be clearly differentiated from goodwill and that it is controlled by the company that is the object of analysis. A company controls an asset if it has the power to obtain future economic benefits flowing from this asset or from underlining resources future economic benefits flowing from this asset or from underlining resources and may restrict access of other entities to these benefits. A company’s capacity to control future economic benefits from an intangible asset would normally derive from legal rights that are enforceable by courts. In the absence of legal rights, it is more difficult to demonstrate such control. However, legal enforceability of the right is not a sine qua non condition for control, as the company may be able to control corresponding future economic benefits inp y y p g some other manner.

 Intangible assets that meet recognition criterion are measured at fair value on acquisition date. Fair value is the amount for which this asset could be exchanged between knowledgeable, willing parties in an arm’s length transaction.

Recognition criteria should be verified for intangible assets that are already  Recognition criteria should be verified for intangible assets that are already separately accounted for and those that have not been accounted apart from goodwill. For PPA purposes, assembled workforce should not be recognized as intangible assets apart from goodwill, as a company normally does not have sufficient control on future economic benefits deriving from a team of qualified staff.

3. PPA Analysis Framework (cont.)

Application of approaches and criteria

•

The flowchart below presents a summary of the various approaches and criteria for a valuation which are explained in more detail in the following pages:

HIERARQUY OF VALUATION CRITERIA

Similar operations available on the market

Cash Generation of the

Intagible Assets Cost approach

YES YES

NO NO

A h M k t i t d h I i t d h C t i t d h

Market approach Income approach

Approach Market-oriented approach Income-oriented approach Cost-oriented approach

Replacement Cost Relief from royalties

Market prices in an active market

Methods Comparable transactions Incremental cash flow Reproduction Cost

y market

3. PPA Analysis Framework (cont.)

Methods of Valuation - Fundamentals

Method of Valuation Description

Market approach  The market approach estimates the fair value by comparing recent sales of similar assets. The available information is adjusted based on factors like age, condition or type of sale, to reflect the specific characteristics of the intangible asset.

 In the market approach, a variety of factors is considered by the market. However, the market does not necessarily value the contribution of the specific

i t ibl t t th l f i t i Th k t h fl t t k t ti diti d t ti H

intangible asset to the value of an ongoing enterprise. The market approach reflects current market perceptions, conditions and transactions. However, sales or market prices of intangible assets are seldom available. This is due to the fact that intangible assets typically are transferred only as part of a business, and not in a single transaction. A comparison between intangible assets is difficult and thus a market approach is seldom feasible, because intangible assets are rather unique to each enterprise.

Income approach  The income approach estimates the fair value from the future cash flows which the intangible asset will generate over its remaining useful life. The application of this approach involves projecting the cash flows which the intangible assets are generating, based on current expectations and assumptions about future states. It should be noted though, that synergistic or strategic benefits in excess of those to be realized by regular market participants have tog y g g y g p p be removed from the projected cash flows. Then, these cash flows generated by the asset have to be converted to a present value by discounting them with the appropriate discount rate. The discount rate reflects the time value of money and the relevant risk associated with the cash flows and the intangible asset.

 The income approach can be further distinguished according to the way the cash flows generated by the intangible asset are calculated. The most

important methods are:

 Multi-period excess earnings method;g

 Relief from royalty method; and

 Incremental cash flow method.

Multi-period excess earnings method

 The multi-period excess earnings method calculates the cash flows based on a detailed forecast of cash inflows, cash outflows and pro forma charges for

economic returns of and on the tangible and intangible assets employed. The cash inflows and outflows are in general derived from projected financialg g p y g p j information provided by management.

 Since intangible assets normally only generate cash flows in combination with other tangible or intangible assets, notional payments for these contributory

assets are taken into consideration for the determination of the relevant cash flows. The charges for the economic returns are computed based on the assets utilized by the intangible asset. The resulting net cash flows are also termed multi-period excess earnings.

 It is presumed that the contributory assets were leased from a third party in the scope necessary for the generation of cash flows. All considerations refer to

3. PPA Analysis Framework (cont.)

Methods of Valuation - Fundamentals (cont.)

Method of Valuation Description

Income approach

(continuation) Relief from royalty method

 The relief from royalty method assumes that the intangible asset has a fair value based on royalty income attributable to it. This royalty income represents

the cost savings of the owner of the asset – the owner does not have to pay royalties to a third party for the license to use the intangible asset. The

d i ti f th lt i i i d f t b i t

derivation of the royalty income is comprised of two basic steps:

 the estimation of revenues attributable to the asset; and

 the estimation of the appropriate royalty rate. Incremental cash flow method (or “with and without”)

 The incremental cash flow method compares the future estimated cash flows from the enterprise including the intangible asset being valued with the cash

fl f fi titi bl l di th t

flows from a fictitious comparable company excluding the asset.

 The difference in the cash flows per period between the two companies is reflected in the incremental cash flow attributable to the intangible asset to be

valued. To calculate the fair value of the asset, these additional cash flows are discounted to the valuation date using the weighted cost of capital rate specific to the asset (post-tax calculation). These additional cash flows may arise if additional cash receipts are generated by the intangible asset concerned or cash payments are saved.

 The application of the incremental cash flow method presupposes that the future cash flows of the theoretical comparable enterprise can be reliably

ti t d ith t thi t A th lt ti th t b li d i th l l ti f i t l h fl t d di tl b ti l t (

estimated without this asset. Another alternative that can be applied is the calculation of incremental cash flow generated directly by a particular asset (or group of assets), and compare this flow with that of another asset (or group of assets) to serve as a reference.

Cost approach  The cost approach estimates the value of an asset based on the current cost to purchase or replace that asset. The cost approach reflects the idea that the fair value of an asset should not exceed the cost to obtain a substitute asset of comparable features and functionality. However, there may be little correlation between the cost incurred and the fair value created by an intangible asset.

Contents

Page

1. Introduction

21

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

4. Identification of intangible assets

•

The lists below show categories and examples of possible intangible assets:

Related to the market Related to clients Related to contracts Related to technology Related to art

 Trade-marks  Backlog of orders from

clients

 Rental contracts  Software licenses  Compositions,

advertisements jingles

 Certifications

 Domains on the internet  Non-compete agreements

clients

 Contracts and contractual

relationships with clients

 Non-contractual

relationships with clients

 Building permits

 Agreements and franchises  Operating and transmission

licenses

 Contracts with employees

 Own software

 Business secrets (formulas,

processes and recipes)

 Patented technology  Non-patented technology

advertisements, jingles

 Paintings, photographs  Visual and audio-visual

material

 Publicity, construction,

management, service or supply contracts

 Operational contracts

•

In the following chapter we comment on the intangible assets identified/valued.

Contents

Page

1. Introduction

23

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

23

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

5. Valuation of intangible assets

General considerations

•

The intangible assets considered and discussed with the Managements of Natura and Aesop were as follows: Potential Intangible Asset

Identified To be Valued Discussion/Rationale Probable Method of Valuation Softwares, Technologies and Licenses X

Due to the nature of its business, the Company does not detain any software and/or any specific technology and/or licenses which could be considered potential intangible assets. In addition, as we were informed by the Company Management, Aesop does not have any ingredients or exclusive methods for the preparation of its products which could create a differential in relation to any other market participant.

n/a

The Company operates through three distribution channels: (i) signature stores (“retail”), (ii) department stores, and (iii) wholesalers:

(i) I it i t t th i i l di t ib ti h l f A l d di tl t th bli t l tl

Client Portfolio –

Wholesalers



(i) In its signature stores, the principal distribution channel of Aesop, sales are made directly to the public at large, mostly made up of individual people. The Management of Aesop does not have an identification and recurrence control of its customers, due to the nature of the business.

(ii) In relation to department stores, with the exception of two department stores located in Australia, these are only one distribution channel for Aesop (partners) in which the Company uses the structure of the department store to promote and sell its products. In this case Aesop sells its products inside the department store through its own employees, running the risk of stocks and paying a percentage on sales. Its end clients are also the general public made up of individual persons. Furthermore, Aesop does not have any advantage and/or benefit in these stores in relation to its

tit i t th tit ’ d t di l d l id Th t d t t t i A t li

Income Approach: Excess Earnings

Wholesalers _{competitors – in most cases the competitors’ products are displayed alongside. The two department stores in Australia} are end clients (they purchase from Aesop) however, the Company does not have any exclusive relationship with them and they also sell the competitors´ products and for this reason this client relationship was not considered a potential intangible asset.

(iii) On the other hand, with respect to wholesalers, there are historic and recurrent relationships. These relationships provide Aesop with new sales orders generating revenue and profitability. In the period 2011/2012 wholesalers represented about 10% of total sales.

In this context and taking into account the characteristics of the Company´s business, the client portfolio associated

l i l ith th h l l l d i t ibl t

Method

exclusively with the wholesalers was valued as an intangible asset. Backlog of orders from

clients X According to the Management on the base-date there was no relevant backlog of clients’ orders which needed to be valued. n/a The right of use of the “Aesop” trade-mark is guaranteed by law and this mark was acquired as part of the process of

acquiring the company The trade-mark was valued since it has been present on the market for over 25 years and is a strong Income Approach: Trade-mark

_

acquiring the company. The trade-mark was valued since it has been present on the market for over 25 years and is a strong_{and recognized name, also internationally, in the market in which the Company operates. According to the Management of}

Natura the strength of the mark was one of the principal drivers behind the acquisition.

Relief from Royalty Method

5. Valuation of intangible assets (cont.)

General considerations (cont.)

Potential Intangible Asset Identified To be Valued Discussion/Rationale Probable Method of Valuation Rental contracts X

According to the Management of Aesop, the rental contracts existing on the date of the acquisition are at market value. The vast majority of contracts is of short duration (approx. 5 years) and have been signed recently. Furthermore, when negotiating a new rental contract, it is the Company practice to contract a consultancy specialized in real estate to analyze if the value being asked is consistent with the values being charged in that particular region. Finally, new contracts are submitted to approval and internal analysis.

n/a

Non-compete agreements X

According to the Management of Natura although the purchase and sale agreement contains a non-compete clause in respect of the sellers, the strong entry barriers to the business (among them the trademark and the extensive chain of street-level stores around the world) in themselves hinder any threat of competition. Replicating such a business would be very difficult. Furthermore, the sellers will continue to have a participation in the company, in the Management and on the Board of Directors.

n/a

On the base-date of the transaction there were only 5 contracts in which there was key money, amounting to a net book value

f AU$ 180 th d (Th l AU$ 430 th d) A di t th M t f A th t

Key money payments X

of AU$ 180 thousand. (The gross value was AU$ 430 thousand). According to the Management of Aesop, these payments are unusual, the payments were small and were made recently (of the 5 payments, 4 were made in the last 2 years). In addition, due to their location and the scenario of a world economic crisis, the Management of Aesop does not believe that there would be any market adjustment to these payments.

n/a

Assembled workforce

_

Although this asset cannot be separated from goodwill, according to IFRS 3/CPC-15, the value of this asset was estimated sothat this amount may be taken into account in the calculation of the value of other intangible assets valued using the excess Cost Approach

Assembled workforce

_

that this amount may be taken into account in the calculation of the value of other intangible assets valued using the excess earnings method.

5. Valuation of intangible assets (cont.)

Trade-mark

• Since Aesop markets 100% of their products with the Aesop brand name, the royalties were calculated over the Company´s total business range.

Royalty Rate

•

The Royalty Rate used was estimated based on information obtained from

R lt S hi h bli h th lt t d i li i t

Recognition

•

The right to use a trademark is considered an intangible asset related to marketing, which is classified as an asset used in the advertising and identification of products and services

RoyaltySource, which publishes the royalty rates used in licensing agreements

in the market.

•

The percentage of royalty fee defined was based on an independent research of transactions involving comparable companies in the industry in which the Company operates and on discussions with the Management regarding the contribution which the trade-mark makes to the Company´s total business.

•

I d t l t i f ti bl ith th C ´ t d

•

The Aesop brand is recognized in the market in which it operates, having been present since 1987 in addition to being a highly consolidated brand in the world market for cosmetics.

•

The right to use the “Aesop” brand is guaranteed by law and this brand was acquired as part of the process of acquiring the Company.

Approach used in the valuation

•

_{In order to select information comparable with the Company s sector, we used}

information from companies in the sector of cosmetics and beauty products.

•

As a result of the survey, we obtained an average rate of 5% of net income for licensing a trade-mark.

Discount rate

•

In order to discount the resulting cash flows we used a rate of 12 71% which Approach used in the valuation

•

In order to value the right of use of the trade-mark we used the Income Approach and the Relief from Royalties Method due to the possibility of calculating the value of the royalties which would theoretically be paid if this trade-mark were to be licensed.

Assumptions made _{In order to discount the resulting cash flows we used a rate of 12,71% which}

corresponds to our discount rate (detailed in the next chapter), plus a spread of 0,5% to cover the additional risk specific to this asset, thus totaling 13,21%. Useful life

•

Considering that the brand has been in the market since 1987, the useful life of this intangible asset was considered at around 25 years, that is, until December 2037

p

•

In order to measure this intangible asset we researched royalties in the cosmetics and beauty products market, in other words, an average percentage rate of net income charged by comparable companies on licensing the use of their trade-marks. Having established this benchmark, we calculated the value of the royalty to be paid on the basis of projected revenues net of income tax.

Since these values were based on the flow of receipts of future royalties, it was _2037.

Estimated value

•

As a result of the above calculations, the value of the Aesop trade-mark was estimated at AU$ 39,4 million.

•

Details of the projections regarding the valuation of this intangible asset can be found in Appendix II of this report.

p y ,

necessary to adjust the value in question by applying a previously calculated discount rate.

•

The financial projections used to value the Aesop trade-mark were prepared in Australian Dollars (AU$) in nominal terms, that is, taking inflation into account.

•

The valuation of this intangible asset was based on Aesop´s projected revenues

i d ith th ti i th i fi i l l ti f th

in accordance with the assumptions in the economic-financial valuation of the Company prepared by KPMG in order to justify the price paid.

5. Valuation of intangible assets (cont.)

Client portfolio - Wholesalers

•

Considering that, since the company does not retain 100% of its client portfolio for a lengthy period of time, the projected cash flows must be multiplied by an attrition factor to reflect that the net revenue attributed to the existing client portfolio will reduce as a percentage of the businesses´ total income over time.

•

The client portfolio was projected based on an attrition factor which reflects the

i f li ( h l l ) i

Recognition

 According to CPC-15, the relationships which a company maintains with its clients through a formal contract or recurrent relationships, are considered an intangible asset since they generate an economic benefit for the company and they can be controlled by legal or contractual means.

retention of clients (wholesalers) over time. Assumptions made

Projected revenues and Operating Cash Flows

•

The Company´s revenue derives from three distribution channels: retail, department stores and wholesalers and for the calculation of the client portfolio only the revenues from the wholesaler channel were used (as previously  CPC 15 requires that these intangible assets be recognized separately from

goodwill even if contractual confidentiality provisions or other provisions prohibit the sale or transfer of these contracts and/or relationships separately from the entity acquired.

 A relationship between an entity and its clients exists if (a) the entity has information about the client and has regular contact with the client; and (b) the

only the revenues from the wholesaler channel were used (as previously described, the other channels sell directly to individuals). The 2012 sales mix was used to project the revenues from wholesalers. It was considered that sales through wholesalers represent about 10% of total sales.

•

For the existing client portfolio (wholesalers), we analyzed the rates of retention and the behavioural characteristics in order to determine the attrition rate. In order to estimate the attrition rate, we used historical retention data for client is capable of making direct contact with the entity. Relationships with

clients can result from contracts (such as supply agreements and service contracts) or through other non-contractual means such as regular contacts with the client made by salesmen or service representatives or through regular purchases.

 Aesop has historic and recurrent relationships with various clients (wholesalers).

wholesalers over the last 3 years. Based on our calculations and information provided by the Management of Aesop, the annual loss of clients was estimated at approximately 11,5%.

•

After applying the attrition factor we took into account the cost of goods sold and operating expenses consistent with the business projections.

•

We then took into account the taxes applicable to operating profit. On account of this, we carried out a valuation of Aesop´s wholesaler client

portfolio.

Approach used in the valuation

 In order to value client relationships, we used the Income Approach under the Multi-period Excess Earnings Method due to the possibility of attributing the cash flow generated directly to the asset identified.

 The approach used to value the client portfolio foresees that the income from products supplied under the terms of agreements in force, as from the valuation date, are projected throughout the useful life of the contract deducting the corresponding costs and expenses incurred to finalize their delivery.

5. Valuation of intangible assets (cont.)

Client portfolio – Wholesalers (cont.)

Cost of contributing assets

 When calculating the value of each intangible, the contributing assets or “Contributory Capital Asset Charges” are deducted as applicable. This is done so as to calculate the opportunity cost of acquiring and maintaining certain assets which contribute towards the intangible assets having a value The costs assets which contribute towards the intangible assets having a value. The costs of these assets were calculated jointly since these assets contribute towards the company´s activities as a whole.

 In the case of valuing the intangible asset “Client portfolio - Wholesalers” the following contributing assets and their respective opportunity costs were taken into account:

 Net Working Capital: 5 6% p a (US Corporate Retail BB+ p/ Australian AAA

 Net Working Capital: 5,6% p.a. (US Corporate Retail BB+ p/ Australian AAA

rate + 1% p.a. spread, after-tax);

 Fixed Assets: 5,2% p.a. (US Corporate Retail BB+ p/ Australian AAA rate +

0,5% p.a. spread, after-tax);

 Trade-mark: 3,5% of net income (Royalty Rate after-tax); and

 Assembled Workforce: 13,21% p.a. (Company´s WACC, plus 0,5% p.a.

spread, after-tax).

 Details of the projections relative to contributing assets can be seen in Appendix VIof this report.

Discount Rate

 In order to discount the resulting cash flows, we used a rate of 12,71% which in

it iti i d b d f 0 5% i f th

its composition was increased by a spread of 0,5% as a premium for the additional risk specifically associated with this intangible asset.

Useful life

 We estimated the useful life of the client portfolio at approximately 9 years. Estimated value

 As a result of the above calculation, the value of Aesop´s client portfolio was estimated at AUD$ 0,6 million.

5. Valuation of intangible assets (cont.)

Assembled workforce

Summary

 Although the workforce has been identified and valued in order to estimate the value of the asset which contributes towards the other intangible assets, IAS 38 does not permit that it be separated from goodwill. Therefore, it was segregated for the purpose of allocation and only used as a contributing asset in the valuation of other intangibles when applicable

Conclusion

 Based on the information provided and our own analysis, the fair value of the Company´s workforce is estimated at AU$ 0,8 million. Details of the projections relative to the valuation of this intangible asset can be found inAppendix Vof this report.

valuation of other intangibles, when applicable.

 Its value is estimated based on how much a purchasing entity would save if it had to form a new workforce. This estimate can be found inAppendix Vof this report.

 The client provided us with data about the workforce which was attributed to the Company.

Approach used in the valuation

 We used the Cost Approach to value the workforce. In this approach the value of the existing workforce is calculated based on the costs which have been avoided by the buyer in respect of the acquisition of an efficient and already trained team, as opposed to training and forming a new team.

 The calculation of income tax took into account an average rate of 30%.The calculation of income tax took into account an average rate of 30%. Recruitment and Training costs avoided

 Aesop avoided the costs of having to identify, recruit and train an adequate team, by having already purchased one with these requisites. Based on discussions with the client, we identified the costs related to recruitment and training of new employees.

Th t li d t th b f l i d i d t

 These rates were applied to the number of employees acquired in order to estimate the value of the net-of-tax costs avoided by Aesop.

Loss of productivity avoided

 New employees require a certain amount of adaptation time before becoming fully productive and therefore they are not as efficient as more experienced employees. This period represents an implicit cost of training a workforce. We

id d th t l h i d ti it 4 th

Contents

Page

1. Introduction

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

30

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

6. Valuation of tangible assets

Tangible assets

 Based on our analysis of the Company´s assets and liabilities on the base-date of the job, excluding fixed assets, inventories and contingencies, and on discussions with the Managements of Natura and Aesop, we concluded that due to their nature and balances, eventual adjustments to the value would be nil or

i i l

Contents

Page

1. Introduction

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

32

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

7. Discount rate

Cost of capital Cost of capital (Ke)

Method of calculating the discount rate

•

The calculation of the discount rate is a fundamental step in the valuation process. This factor reflects aspects of a subjective and variable nature which vary from investor to investor, such as the opportunity cost and the particular perception of the risk of the investment.

The cost of capital can be calculated using the Capital Assets Pricing Model (CAPM). Considering that the company being valued is located in Australia, the cost of capital is calculated using the following formula:

We used the Weighted Average Cost of Capital (WACC) which is an appropriate parameter to determine the discount rate to be applied on the Company's free cash flows. The WACC considers the several types of financing, including debt and equity, which are used by companies to meet their funding needs, and is calculated through the following formula:

p p ( ) Ke Cost of Capital Rf ß x(E[Rm] – Rf) = + = WACC

Weighted Average Cost of Capital

Rs

Where:

Rf = Average risk-free return based on the return on 15 year fixed income bonds of the Australian Government

+ D /(D+E) Kd x(1-t) E / (D+E) Ke

x

+

x

Where:

D = Total third party capital

E = Total own capital

t = Rate of Income Tax and Social Contribution

ed co e bo ds o t e ust a a Go e e t

β = Beta (coefficient of risk specific to the company being

valued)

E[Rm] = Average long-term return obtained on the North-American

stock market

E[Rm] - Rf = Market risk premium

Rs = Risk Premium associated to the size of the Company

7. Discount rate (cont.)

Cost of capital Risk-free rate

•

In order to quantify the average risk-free return (Rf) we considered the

Comparables Beta levered Debt to Equity Effective tax rate Beta unlevered

TUPPERWARE BRANDS CORP 1,34 72,8% 30,5% 0,89

NU SKIN ENTERPRISES INC - A 1,10 34,5% 34,5% 0,90

BEIERSDORF AG 0,41 62,2% 62,2% 0,33

return on the base-date (31st January 2013) for 15-year fixed income bonds of the Australian Government, which was 3,35% (Source: Bloomberg).

Calculation of Beta

 Beta is the specific risk coefficient of the shares of a company compared to

BEIERSDORF AG 0,41 62,2% 62,2% 0,33

ORIFLAME COSMETICS SA-SDR 0,82 17,3% 17,3% 0,72

L'OREAL 0,52 1,3% 28,5% 0,51

ESTEE LAUDER COMPANIES-CL A 1,04 7,2% 30,2% 0,99

ELIZABETH ARDEN INC 1,40 63,1% 23,9% 0,94

REVLON INC-CLASS A 1,18 18,7% 38,3% 1,06

a market index, representing the stock market as a whole. In the case of valuations of companies that are listed and have significant negotiations on the stock exchange, the share Beta is calculated by the correlation of weekly returns of their own stocks compared to the selected market index during a certain period prior to the valuation date.

 In the case of companies that are not listed on the stock exchange, or

hich do not ha e significant trading ol mes the compan ’s Beta can be

Market risk premium Source: Bloomberg

Beta unlevered Debt to Equity Effective tax rate Beta relevered

0,73 35% 30% 0,99

which do not have significant trading volumes, the company’s Beta can be represented using the average beta for the sector in which the company operates. Thus, the average Beta for the sector is calculated based on the average correlations of weekly returns of several companies from the same sector, in relation to the weekly returns of the market index during a certain period.

•

For the long term stock market risk premium (E[Rm] – Rf), we used the average return above the Treasury Bond rate provided by investing in the Australian stock market, which was of 5,80% (Source: Prof Aswath Damodaran website).

Size premium

•

In order to estimate the Company’s Beta, the average Beta of comparable

companies from the cosmetics sector was used. This Beta was obtained by averaging the unlevered Betas of comparable companies shown in the following table, with the value of 0,73.

•

This Beta was then re-leveraged according to the capital structure of the Company and at the current basic rate of income tax and social contribution

•

For the premium for company size (Rs) was considered the rate of 6,36%, according to information released by Ibbotson Associates, for comparable-sized companies (Source: Ibbotson Associates).

Company and at the current basic rate of income tax and social contribution incurred on the Company's operations. As a result the beta utilized was 0,99.

7. Discount rate (cont.)

•

We present, below, the calculation of the cost of the Company´s capital:

Cost of capital - Ke

Risk-free rate 3,5%

Re-leveraged Beta 0,985

Cost of third party capital

Market risk premium 5,80%

Risk for size of Company 6,36%

Cost of capital (Nominal in AU$) - Ke 15,42%

•

For purposes of the cost of third party capital, was considered the nominal cost of an American corporate bond in the retail segment rated BB + of 7,0%. After the effect of taxes (we used the rate of Aesop) the cost of debt is 4,90%.

Cost of third party capital (Nominal in AU$)

Cost of third party capital 7,00%

Capital structure

•

The capital structure used was defined based on the target capital structure observed in comparable companies Based on this criteria the capital

Cost of third party capital 7,00%

Effective long term rate of tax 30%

Cost of third party capital after tax (Nominal in AU$) - Kd 4,90%

observed in comparable companies. Based on this criteria, the capital structure used was of 74,3% of own capital and 25,7% of third party capital.

Calculation of the discount rate

•

Based on the capital structure used and the costs of capital and third party capital, the discount rate was calculated at12,71%per annum.

Contents

Page

1. Introduction

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

36

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

8. Results and conclusion

•

The acquisition value of 65% of Aesop was AU$ 71,1 million (seeAppendix I).

•

The trade-mark and the client portfolio (wholesalers) were valued as relevant intangibles for the purposes of this study. Thus, considering an acquisition of 100%, we estimate the value of the trade-mark at approximately AU$ 39,4 million and that of the client portfolio (wholesalers) at approximately AU$ 0,6

illi h b l

•

We wish to stress that the present valuation is substantially based on assumptions provided by the Managements of Natura and Aesop.

•

Therefore we cannot, as the Management of Aesop also cannot, guarantee that the Company´s results after February 2013 were or will be effectively achieved in accordance with the projected results, since the events million, as shown below: ac e ed_{foreseen may not occur due to various exogenous conjunctional and}acco da ce t t e p ojected esu ts, s ce t e e e ts

operational factors resulting therefore in relevant variations.

•

KPMG was not requested to update this valuation following its date of issue.

•

During the course of our work we carried out analysis procedures which we considered appropriate in the context of the valuation. However, KPMG is AU$ '000

Trade-mark - 100% value 39.408 (11.822) 27.586

Clients Wholesalers 100 % value 636 (191) 445

Fair Value Deferred Tax Net Fair Value

•

The detailed calculations carried out can be found in Appendices II and III respectively.

•

Regarding the relevant assets and liabilities existing on the base-date, excluding

pp p ,

not responsible for the information it has been provided and will not be made responsible under any circumstance, nor will bear losses or damages resulting or arising from the omission of any data or information by the Client´s Management. We would further stress that this job did not constitute an audit according to generally accepted auditing procedures and must not be interpreted as such.

Clients - Wholesalers - 100 % value 636 (191) 445

g g g g

fixed assets, inventories and contingenvies, we did not find the need to make any adjustment to fair value. The adjustment to market value of the fixed assets, inventories and contingencies was not within the scope of this job

•

Concerning to the balances of fixed assets, inventories and contingencies, we took the Management´s assumption that there was no need to make eventual adjustments to market value of these accounts on the base-date.

•

On February 28, 2013, according to the procedures applied and the scope limitations already described, the value of goodwill considering an acquisition of 100% was estimated initially at AU$ 60,2 million (SeeAppendix I).

Contents

1. Introduction

2. Description of the Company

3. PPA Analysis Framework

4. Identification of intangible assets

5. Valuation of intangibles assets

5. Valuation of intangibles assets

6. Valuation of tangible assets

7. Discount Rate

8. Results and conclusions

Appendices

Appendices

I.

Summary of values and WARA

II. Valuation of the trade-mark

III. Valuation of the client portfolio - wholesalers

IV A

bl d W kf

IV. Assembled Workforce

V. Contributory assets

VI. Proportional PPA

Appendix I

Summary of values and WARA

Emeis Holdings Pty Ltd.

WARA - Weighted Average Return on Assets

Base Date: 2/28/2013 ´in AUD 000

Purchase price (65%) 71.104

Minority interests (35%) 38.287

BEV 109 391

Values and WARA Calculations Average _{tax rate} BEV Deferred tax Fair Value % Purchase _Price Expected return _{before taxes}

Expected return after taxes WARA BEV 109.391 PPA Working Capital 30% 10.384 9,5% 8,0% 5,6% (*) 0,53%

Long term assets and liabilities 30% 3.017 2,8% 8,0% 5,6% (*) 0,15%

Fixed Assets 30% 7.718 7,1% 7,5% 5,2% (**) 0,37%

Intangible - Trade-mark 30% 39.408 (11.822) 27.586 25,2% 13,21% (***) 3,33%

Intangible - Customer relationship - Wholesalers 30% 636 (191) 445 0 4% 13 21% (***) 0 05%

Intangible Customer relationship Wholesalers 30% 636 (191) 445 0,4% 13,21% ( ) 0,05%

Estimated Goodwill (including workforce) 60.241 55,1% 15,11% 8,32%

Total 109.391 100,0% 12,71%

WARA 12,71%

WACC 12,71%

(*) US Corporate Retail BB+ p/ Australian AAA rate + spread 1,0 %

(**) US Corporate Retail BB+ p/ Australian AAA rate + spread 0,5 %