Slow Living Refillery Information Memorandum - Enterprise Angels
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Slow Living Refillery Information Memorandum
GoodFor investment memorandum ―
investment
highlights.
• A trusted and established brand synonymous
with sustainability.
• The leading company in the domestic
sustainable food shopping space.
• Experienced founding team with strong
management.
• A clear vision and road to profitability.
• Prominent position in a growing market
segment.
13k 50k+
regular shoppers. engaged social following.
5.3m 5,000+
requests to franchise,
fy21 annual turnover. national & international.
95% 51% CAGR
5 star Google ratings. compound annual growth
rate.
2
GoodFor investment memorandum ―
We’re a sustainable
pantry-focused brand
and retailer, helping
the world reduce their
environmental impact,
without compromising
on convenience or
quality.
3
4
overview.
GoodFor investment memorandum ―
GoodFor investment memorandum ―
executive summary.
We are on a mission to give all New Zealanders the
opportunity to fill their pantries sustainably with no
barriers. Already New Zealand’s leader in sustainable
pantry food shopping, with 7 retail locations throughout
the country and a growing online store that delivers
plastic-free, nationwide.
We’re giving the 70% of consumers who want to shop sustainably the We are giving 70%
opportunity to organise their pantry in a beautiful, functional way without
generating packaging or food waste. Through technology, the business is
of consumers
becoming more intimate with this group of New Zealanders and is helping them who want to
achieve their pantry goals through making the core aspect of refilling their pantry shop sustainably
incredibly affordable, enjoyable and easy. the opportunity
to organise
We’re looking for a minimum investment of $1,500,000 and a maximum of
$2,000,000. This capital will be used for building the infrastructure of our online their pantry
growth strategy and the key hires to scale this. They will open a flagship “2.0” in a beautiful,
GoodFor retail store and launch a globally targeted pantry storage brand. functional way
without generating
We have spent 4 years developing and refining our model, understanding how
it can truly influence the masses to shop sustainably. Now with a clear vision of
packaging or food
making this happen, it is time to ramp things up and make sustainable shopping waste.
part of every New Zealander’s pantry.
5
the team.
GoodFor investment memorandum ―
James Denton
Founder & Managing Director
A Dunedin born entrepreneur with a passion for how business
can help build a healthier and better environmental future.
James graduated with an accounting and finance degree
from Otago University before heading overseas to work for
Animation Research Limited ARL on the European Golf Tour.
James co-founded Queenstown’s ‘Taco Medic’ and the health
food subscription box I AM Co prior to deciding to dedicate the
rest of his business career to helping build an environmentally
sustainable future. James loves spending time in the water
surfing or hitting a few golf balls around but spends majority of
his down time with his two sons Seb and Harry kicking a rugby
ball around and building sand castles.
Georgie Hendl
Founder, Director, Head of HR & Culture
Born and bred in Kerikeri, Georgie is passionate about health,
wellness and food. Georgie graduated from Otago University
in food science, followed immediately by studying holistic
nutrition in Canada. She went on to co-found the health food
subscription box I AM Co before joining James in founding
GoodFor. Georgie spends her time practicing yoga, hanging out
with her 4 sisters and being an incredible mother to Seb and
Harry, she brings a calm & compassionate manner to the team
as well as a great eye for new team members.
Celeste Healey
Financial Controller
With a PWC background, Celeste has 7 years of chartered
accountancy under her belt and and brings clarity and
accuracy to GoodFor’s financial position.
Tessa Mak
Marketing Manager
With 5 years of experience in marketing and a strong
determination to make sure the GoodFor values and mission
are being adhered to through all marketing channels, Tessa
has made sure that GoodFor’s brand has continually built
trust with our audience.
Allie Leggett
Head of Product
Previously at My Food Bag in the procurement team, where
in 2019 was given employee of the year. Allie saw My Food
Bag from start up through to IPO. She has a passion for food
and the outdoors.
6
GoodFor investment memorandum ―
Katie McDougall
Distribution Centre Manager
Katie has been with GoodFor for two years and has brought
clarity to the distribution and importing of product as well
as reducing errors in online packing below 2%. Katie loves
getting out for a dive and spending time in the garden.
board of directors.
• James Denton
• Georgie Hendl
• Independant Director - to be appointed within 3
months of raise closing
advisory.
Ben Dando
CEO – Karma Cola
11+ Years in FMCG industry. Currently CEO at Karma Drinks.
Previous history of scaling and growing various brands
including; Califia Farms, Ella’s Kitchen, Danone and Coca
Cola. Expertise in purpose driven organisations, leadership,
international market expansion, strategy, brand building,
commercial, operations, finance and execution.Founder of
Extreme Coasteering from start up to sale. Loves a beer, the
ocean and catching the odd wave.
Ulrich Wiehle
Advisory Works
20 years of experience in management consulting, has helped
companies raise more than $1 billion EUR and has previously
built and exited businesses as an entrepreneur. Uli is an active
startup investor in New Zealand. Found a home on Waiheke
Island after one visit and throroughly enjoys a walk with the
dog on Onetangi beach.
7
the problem.
GoodFor investment memorandum ―
The current food system is categorically unsustainable.
From the way food is grown, to the way it is packaged,
to the way it is distributed and ultimately wasted, is all
unsustainable.
Growing plastic waste
8.3bn tonnes of plastic has been produced since its
inception in the 50s, with 50% of that in the last 15
years1. 80% of all plastic is not recycled, instead it goes
8.3bn tonnes of to landfill and into our oceans2. Additionally, Harvard
plastic waste studies have shown that storing our food in plastics can
expose us to harmful chemicals such as Phthalates.
Unsustainable food production
The rise of inorganic farming and inorganic agriculture is
depleting the soil carbon and soil biodiversity at a rate of
24bn tonnes annually3. The storage of soil carbon is not
24bn tonnes of only crucial in the fight against climate change but also to
soil depletion blame for the lack of nutrition we have in our food.
annually
Food wastage
700 million humans are severely food insecure, yet we
waste 1.3bn tonnes of food annually4. Everything we eat
has a carbon footprint and when we waste food, not only
1.3bn tonnes does someone else miss out on that food but we also
wasted contribute toward our growing climate problem.
Industrial pollution and the
discarding of plastic waste must be
tackled for the sake of all life in the
ocean.
— Sir David Attenborough
8
the GoodFor
GoodFor investment memorandum ―
solution.
GoodFor is helping New Zealanders reduce the
environmental impact of their shopping, without
compromise. We have developed an offering that allows
consumers to shop for quality, organic product, plastic-
free, where food waste is no longer a major factor.
Plastic-free philosophy
GoodFor customers can shop plastic free, and have
diverted 2,822,200 single use plastic packaging items
from landfill since 2017.
Organic and sustainable food production
85% of what GoodFor sells is certified organic. Thus
consumers are able to support sustainable farming and
land use practices.
Minimised food wastage
GoodFor shoppers can take as much or as little as they
need, reducing the likelihood of extra food spoiling in
their pantries. Add to this that company wide, GoodFor
has achieved a product wastage of just 1% through best
in class inventory management systems.
Leading the way for zero waste /
reduced plastics. This is a stunning
store with friendly staff and a great
variety of products to suit all dietary
requirements.
— GoodFor Customer
9
10
stores.
GoodFor investment memorandum ―GoodFor investment memorandum ―
our stores.
The first store was opened in Ponsonby back in 2017,
since then we have expanded across NZ with seven stores
in four of the nation’s busiest centers. Like the greater
GoodFor brand, the stores are rooted in giving people an
easy and enjoyable way to shop sustainably.
Focused on dry pantry goods, the stores allow people to refill their own reusable
containers with product, rather than buying an alternative product pre-packaged
in plastic. The 500 SKU’s of long shelf life and predominantly organic and plastic
free produce in each store have been refined to service the requirements of our
customers. As new products come to the fore and prove their worth, we are
quick to adopt them.
store stats.
$122k
Average store EBITDA.
$180k
High performing store
EBITDA.
3 years
Average Payback Period.
750
Single store weekly
customer target.
11GoodFor investment memorandum ―
locations. Auckland
(Takapuna, Parnell,
Store locations are driven by locality to a 4 Ponsonby, Stonefields)
supermarket, good parking and foot traffic,
and a building with a character and feel that
matches our brand.
The building and the fitout of the store are an integral part
of the user experience, and a key reason for customers
coming back and spreading the word.
Nelson Wellington
Christchurch
12online store.
GoodFor investment memorandum ―
I just wanted to thank you
so much for my first online
Operated through the same supply chain purchase with you! I’m so
and warehousing system as the physical happy with my products
stores, our online store allows customers and I’ll for sure be ordering
anywhere in NZ to purchase almost all of regularly with you now
our SKU’s from the comfort of their own that I know how easy and
home. awesome it is!
Online customers have their orders delivered within 48
hours in 100% plastic free packaging, at prices that match
Online sales forecast
or beat all major supermarkets. We have seen a large
increase in customer retention since launching this service,
and have recently introduced an automated re-order system
based on a customer’s historical usage.
Our online store was given a baptism of fire during the
COVID-19 period in 2020. Our systems were stress tested
and we were able to very quickly iterate to what we are now
confident is a robust and efficient system.
goodfor.co.nz
Order delivery
48
hour window.
Recurring online
52% customers.
Plastic-free
100% packaging.
Automated
re-ordering system.
13containers.
GoodFor investment memorandum ―
Identified early on in the development of
the GoodFor business as a complementary
extension, a branded line of ‘pantry
infrastructure’ containers has been
developed to offer the market top quality, Container sales forecast
innovative and functional, sustainable, and
long lasting pantry infrastructure products.
Our containers utilise the latest developments in
sustainable materials, and through their novel and
functional design allow customers to reliably store refillery
panty products in versatile configurations, and organise
their pantries in tidy, fun, and creative ways.
The container brand, ‘Slowly’, is a wholly owned subsidiary
of GoodFor Limited. Starting in FY23 Slowly will pay a $10k
per month management fee to GoodFor.
”In 10 years time, the way your
pantry is displayed will be as
important as the furniture you
choose for your living room. We will
be the brand that is recognised as
the must have in this space”
— James Denton, GoodFor Founder & MD
Coming soon...
14operations.
GoodFor investment memorandum ―
Supply chain
GoodFor has 130+ relationships with suppliers from around the world with real
emphasis on sourcing the best in class organic products. Currently sourcing the
majority of products from major New Zealand importers and a significant portion
directly from Australian manufacturers and growers. GoodFor also creates a
selection of unique products and works with contract manufacturers to produce
these products which are then branded as GoodFor where applicable.
Store logistics
Each store orders directly from the majority of suppliers and holds a small but
efficient level of inventory. All supplies that the stores do not receive directly
we distribute via a central contract warehouse in Auckland. This is the same
warehouse that handles the packing and distribution of all online orders.
Store systems
Our inventory management system is a robust and efficient mechanism that
ensures we can keep our internal product wastage at 1%, avoiding the financial
and environmental costs associated with this. Store inventory is run on a
FIFO basis and minimal stock is held for efficient levels of turnover. Stock is
ordered directly from suppliers weekly, including from the central distribution
warehouse. Store leaders run weekly stock takes and inventory date reports to
manage the freshness of the product. All products are checked for quality on
arrival to the store and before entered into stock.
Staffing
Currently GoodFor employs 24 FTE’s and 55 part time staff. Each GoodFor
store is staffed with a full time store manager who is supported by another
full time shop attendant. The remainder of store staff are employed on a part
time and/or casual basis. GoodFor’s overall operations are managed by an
Operations Leadership Team who take care of training, process creation, and
implementation. This group is made up of the store managers and James, the
GoodFor managing director. With the anticipated growth we plan on increasing
our roster to 30 FTE’s and approximately 65 part time employees over the next
12 months.
15the market.
GoodFor investment memorandum ―
Our customer
Across all three of our products, the target customer
remains the same. Consumer attitudes and behaviors
are heading in a very clear direction, creating enormous
opportunity for the observant and courageous business.
Organic & spray-free preference
Consumers are becoming more aware of the impact that
harmful fertilizers, pesticides, and additives can have on their
health.
Environmental awareness
Increasingly consumers are becoming more concerned with
the environmental damage their consumption is causing.
Ethical purchasing behaviour
A businesses behaviour and culture are becoming a critical
element in consumers purchasing decisions.
Interests Customer profile
Sustainable living Food & cooking Fashion
• 19–55 year old females
• 21–35 year old males
Behaviours
• Mid-high income earners
Health conscious Desktop researcher
Captivated by a jouney
• Environmentally conscious
and aware
• Health and wellness is
Challenges important
Convenience is key Time-poor Empowered
16market trends.
GoodFor investment memorandum ―
Grocery – Global
The global grocery market is substantial with the industry being valued at USD11.7
trillion in 2019, and forecast growth of CAGR of 5% through to 20275. As a subset of
this, and by means of comparison, the global organic and sustainable grocery market is
projected to grow at a CAGR of 12.7%, reaching USD272 billion by 20276. The growth
in sustainable and organic food is a disruptive force within the wider industry, and
is a reflection of the changes in consumer values and preferences that are occurring
globally. Forbes7 reports that 65% of consumers look for products that can help them
live a more sustainable and socially responsible life. These trends that are occurring
globally, and the business that have thrived as a result, offer a glimpse into the future of
the market here in NZ.
Grocery – New Zealand
The overall grocery market in NZ was recorded to be worth NZD22.3b8 in 2020, having
grown from NZD22.1b in 20189. Locally, the awareness of the consumer of their
environmental impact is growing significantly year on year. Consumers are actively
searching for environmentally conscious purchasing choices with sustainability ranking
third on their list in their hierarchy of purchasing choices behind price and convenience.
Of Kiwis are concerned
about the build up Of Kiwis are committed to
72% of plastics in the 36% living a sustainable lifestyle13
environment12
More importantly, reducing plastic packaging waste is the highest priority on the
consumers’ and governments sustainability choices, with the NZ government sending
a strong signal in banning single use plastic bags from supermarkets in 2019. These
tailwinds of consumer trends leave GoodFor in a great position to capture a growing
share of this substantial local and international market.
Containers
The global food storage container market is estimated to be worth USD280b annually a
4.8% CAGR projected over the next 5 years10. Pantry organisation, a part of this market,
has seen demand surge off the back of the growth in pantry organisation breakouts like
the “Home Edit”, a best selling book and now reality show on Netflix. This series led
to an increase in retail sales at their partner “The Container Store” of 20% in the third
quarter of FY202011. It is these trends, and the advantages that our unique position as
a dry goods retailer affords us, that positions us well to grow this part of our business
both domestically and internationally.
17competitive landscape.
GoodFor investment memorandum ―
The New Zealand market is dominated by the two big
supermarket owners, Woolworths and Foodstuffs, together
accounting for about 85% of market share14.
The remainder of the market is fragmented between a number of different
operators that land across the board in terms of sustainability, price, and
convenience. Our direct competitors are the aforementioned Woolworths and
Foodstuffs, as well as Farro Fresh and all of the smaller independent retailers
selling commodity dry pantry products.
• Countdown – Large retail footprint both instore and • Four Square – Great retail footprint. Model does not
online, not franchised. Model does not lend well to lend well to packaging elimination.
packaging elimination.
• Farro Fresh – Great retail footprint both instore
• Fresh Choice – Part of the Woolworths group. and online. Model does not lend well to packaging
elimination.
• New World – Large retail footprint both instore and
online. The model does not lend well to packaging • Commonsense Organics – Good retail footprint in
elimination and the franchise model creates difficulty Wellington. Fully organics focus restricts them.
online.
• The Source Bulk foods – Good retail footprint and
• Pak’nSave – Large retail footprint, viewed as a place package-free offering. Franchise model creates
to save money. Model does not lend well to packaging complications and also a poor online offering.
elimination.
• Bin Inn – Good retail footprint. Messy model and also
franchised which creates complications.
18our competitive advantage.
GoodFor investment memorandum ―
Strong and trusted brand
We have developed a brand that is widely recognised as being
synonymous with sustainable and environmentally friendly food
products.
Nimble and responsive operations
As consumer trends and habits change, or as new and improved
products come to the market we are able to very quickly adapt our
supply chains, store displays, and customers experiences to stay
ahead of the game.
Loyal and engaged community
Our community is passionate about the food they eat, and passionate
about GoodFor’s role within that. They are great brand ambassadors,
and an asset to our business.
Well located store network
Spread across 4 of the country’s major centers, and intentionally
located in trendy and progressive areas, our stores are out there
raising brand awareness and restricting the opportunities for would-
be competitors.
People love us
Affordability shouldn’t be an obstacle to sustainability, but it
kinda can be! You guys are helping change this. Love it!
I just wanted to thank you so much for my first online
purchase with you! I’m so happy with my products and I’ll for
sure be ordering regularly with you now that I know how easy
and awesome it is!
A fantastic store for anyone who wants good quality
wholefoods, especially organic. I regularly buy my gluten
free flours and dried fruits here. They are vastly superior to
anything you can buy at the supermarket – if you can even
find the products there.
1920
strategy.
GoodFor investment memorandum ―strategy.
GoodFor investment memorandum ―
GoodFor is one of the pioneers of the pantry refillery grocery
business here in New Zealand, and we continue to maintain
a strong place in the minds of sustainability conscious
consumers.
Since launching we have been able to achieve a CAGR of 50%, which we forecast to
maintain over the next 4 years. Our current market share of the greater NZ grocery
market is 0.02%, so with the tail winds of consumer trends towards sustainability there
is enormous scope for growth.
Our journey to date has formed our plans for the future, with some of the key learnings
being:
• Commodity product pricing needs to meet the supermarkets in order to execute on
our mission.
• Mass bricks and mortar roll out is not our strategy, we will have more impact online.
• Our location strategy is now fully understood through trial and error.
• Franchising is not for us.
• We are not going to change culture playing small, we must take on the big guys.
• Customer, team culture and vision are everything.
growth strategy.
After four years of continuous development and learning
the best route to take to execute on the GoodFor mission,
we are focusing our attention on giving New Zealanders the
opportunity to have a sustainable pantry with no barriers.
Our current stores will be slightly upgraded to help promote this promise and we will
be launching a new “2.0” store, an omni-channel focused store which captures a larger
audience. These developments will be supported by the continued refinement and
expansion of our online store.
Through efficient packing systems and technology, we are making it exceptionally easy
for customers to refill their pantry plastic-free and with high quality organic products at
an affordable price.
21physical stores.
GoodFor investment memorandum ―
A survey that we conducted of our community revealed a
number of key points that we have formed into our store
strategy moving forward.
• Mothers reported feeling restricted by the current narrow aisles not being wide
enough to carry young children in prams or small store trolleys.
• Customers found some of our products difficult to dispense using the current
systems. Both of these findings relate to a customer’s user experience when in the
store. As such, our store growth strategy reflects this.
• We are missing the ‘ease’ factor for a new customer in their first shopping experi-
ence with us.
• We need to engage audiences that don’t have regular and convenient access to the
stores.
Current Stores Store KPI’s for
There are several small upgrades that need to be made to our current network of FY22
stores. These are aimed at improving the customer experience, and will help build the
customer base and revenue. We have budgeted $70k from this capital to be used for Increase average
the following: customer spend
$21 - $25
• New and improved dispensing systems for selected SKU’s that have been field
tested with great results in our Nelson store. Increase weekly
• Increase our marketing spend for the stores from ~1% of sales to ~3% of sales. transactions
4400 - 5500
2.0 Stores
All new bricks and mortar stores that we open will be of this new format. The format
has been developed to address all of the user experience issues we have identified to
date. The key difference is that they will be roughly double the floor area of the existing
stores, 200sqm vs 100sqm. This extra space will help to facilitate:
• Wider aisles to allow prams and small trolleys to be used
• An extension of SKUs from approximately 500 per store to over 700 per store to
fulfill more of the consumers grocery needs
• Expansion of the GoodFor branded product range to become synonymous with
quality and through this gain margin
• Increase in the size range of pre-packaged goods available to better suit the needs
of the time poor shopper
• Introduce better dispensing systems to improve store user experience
These stores will serve as the physical manifestation of GoodFor, our brand, and what
we stand for. They will be located in order to maximise their accessibility to the largest
possible population of GoodFor-type customers, but will not be rolled out into every
town in New Zealand. We have allocated $430k from this capital raise to our 2.0 Store
growth strategy.
22online store.
GoodFor investment memorandum ―
An effective online store is key for us to be able to engage
with and service customers who want to shop sustainably,
but are not conveniently located near one of our physical
stores.
Currently with 52% recurring customers and an aim to increase that to 70%, we
are focused on improving the online experience for our customers and investing
in spreading the word through more targeted digital marketing. The $100k we
have earmarked from this capital raise will go towards:
• Introduce new features such as an auto prompted re-order to refine the user
experience.
• Increase marketing spend from 3% of online sales to 5% of online sales.
• Partnering with on-brand public figures to endorse GoodFor and share with
their audiences.
New GoodFor ambassador, surf pro, Ricardo Christie.
The idea of working with GoodFor seems natural to me. I have always
tried my best to learn new things in hope of having a lighter impact
on the planet. This reason took me down a path to cut meat and dairy
from my diet around 7 years ago.
I use reusable drink bottles and containers when possible and am
constantly trying to evolve with the times, especially as technology
is advancing so rapidly with better options. Packageless products
make total sense to me. Living in a world where we are polluting our
rivers and oceans with single-use packaging that is not essential is
just weird. I believe GoodFor stores offer a solution to the madness
and being able to open up the conversation more through my social
platforms will show people that there is another way. We can do
better.
— Ricardo Christie
Kiwi Surfing Legend
23pantry infrastructure strategy.
GoodFor investment memorandum ―
We know how to build really attractive things…
that have sustainability at their core.
Currently in initial production at reliable and tested manufacturing partners, our
pantry container brand will initially consist of a family of three sizes of container.
These containers are revolutionary in their materials, design and functionality,
and are intended to be passed down through generations.
Our existing customers will be the first to adopt the range, which will be
available through our existing stores and the dedicated online store for the
container brand. The reach of the brand will then be extended through dedicated
marketing spend to reach a much larger local audience that cares about both
the look and functionality of their pantry. As the container business gains
momentum we will look to expand the range beyond the first three sizes to
include new shapes and sizes.
Once the brand has been successfully launched into the NZ market, we will turn
our attention to the Australian market. Representing a significantly larger market
than NZ, the Australian market is a logical next step. This will involve some
dedicated marketing spend in the region and an extension of our distribution
capabilities to ensure we can reliably and efficiently deliver containers to
Australian customers.
We have budgeted $300k from this capital rasie to be used in production,
stock, marketing, and the developments of new products with their associated
production moulds.
IP strategy.
GoodFor trademarked the term “Refillery” here in NZ, and through social media
around the world. GoodFor owns the term refillery in New Zealand which will be
incredibly useful for the large scale plan. In addition to this, GoodFor will have
design patents on all pantry containers.
24GoodFor investment memorandum ―
where we’ve come
from.
2017 March 5th 2017
Founded – Store 1, Ponsonby opens
2018 April 1, 2018
Warehouse store 2, Parnell opens
September 2018 Funding history
Store 3, Takapuna opens
• January 2017, $250k
• July 2017, $100k
November 2018
• December 2019, $400k
Store 4, Mt Eden opens
• February 2020, $250k
• November 2020, $150k
December 2018
Approached by Adrian Grenier to open a store
in Brooklyn, NY
Milestones
2019 August 2019 • $1.15m in funding to date
Store 5, Christchurch opens • 7 stores in operation
• 13 thousand active customers
September 2019 • $5.3m FY21 turnover
Mt Eden store closes • 95% 5 star Google ratings
5,000+ requests to franchise,
October 2019 national and international
Store 6 New Lynn opens • Ownership rights to the term
“Refillery” in several key catego-
December 2019 ries including retail and grocery.
Store 7 Wellington opens
2020 July 2020
Store 8 Stonefields opens
October 2020
New Lynn closes
December 2020
Store 9 Nelson opens
25GoodFor investment memorandum ―
where we’re
heading to.
2021 June 2021
Funding received
July 2021
Website upgrade completed
August 2021
Store upgrades complete, general manager Key Performance Indicators
onboard
October 2021 2.0 Store
Warehouse relocation open before the end of FY22
November 2021
Container brand launch
EBITDA
2022 February 2022 $784k by end of FY23
First “2.0” Store opened
May 2022 Container revenue
Pantry container launch into Australian market $4.6m in FY24
July 2022
First major Australian celebrity pantry container
collaboration
August 2022
Second “2.0” store opens
September 2022
Pantry container launched into the USA market
2023 February 2023
First major USA celebrity pantry container
collaboration
April 2023
Third “2.0” Store opens
26impact of COVID-19.
GoodFor investment memorandum ―
During COVID, GoodFor was deemed an essential service with all stores remaining open
and adhering to strict distance and cleanliness protocols. Due to the lack of people
travelling and purchasing moving predominantly online which caused in-store revenue
to drop by around 50%, with the exception of Ponsonby and Takapuna performing
closer to 90% with higher staffing costs.
The online store volume rose by over 1,000% and the fulfillment operations were not
prepared for the significant increase in volume. Although the period was not a profitable
one, it was an invaluable learning experience about the opportunity online can provide.
This has led the business to allocate more resources to building a greater online store
experience and fulfillment operation that can handle much higher volumes.
risks and mitigations.
Risks Level Mitigations
Failure to execute strategy High This is always a risk for any growing business. However, we’ve been able to
show a strong ability to execute fo far to get to $5m in revenue. We utilise
the services of Advisory Works, with Ulrich working with us as an advisor to
ensure we have a disciplined approach to strategy execution.
Working Capital shortages High Working Capital is an ongoing challenge that needs to be managed carefully.
This capital raise will provide sufficient cash to execute growth initiatives
without creating undue additional pressure on working capital.
Competitor Medium The biggest competition is likely to come from large scale food suppliers
and supermarkets. However, our target market is very dissatisfied with the
alternative offerings in the market currently and that is only likely to grow
as younger generations continue to support businesses like GoodFor who
are minimising negative environmental impacts. The GoodFor brand is
also becoming one of the strongest and most well followed in the food and
sustainability industry which would be hard to recreate.
Economic downturn Low Because we operate in the essential goods grocery industry and sell
products in line with supermarkets prices we will do much better in an
economic downturn than most other businesses. We also have a strong
connection and database of customers allowing us to respond to their
feedback through any major downturn. The business is also being further
diversified with the introduction of a wider range and a unique container
business to provide greater resilience to adverse econimic conditions.
Key person Low As a small company, the departure of a founding member of our staff could
impact our ability to execute our strategy as planned. We have managed this
risk by making hiring a very talented management team with complimentary
experience, including PwC and My Food Bag. We maintain a values-
led culture, market level remuneration, and a strong connection to the
community. We have an appealing brand and growth story and are confident
we can recruit top-tier personnel as needed.
2728
financials.
GoodFor investment memorandum ―financial information.
GoodFor investment memorandum ―
All financial projections contained in this document are based on our best assessment of
future financial performance and assume that we successfully raise $2m of new capital this
year. In the event we only raise the minimum target of $1.5m, we will pull back from some of
the marketing initiatives we have planned to grow the container business. The assumptions
on which the projections were prepared may prove incorrect and actual results may vary
significantly.
Financial performance forecast
NZD ‘000 FY21 FY22 FY23 FY24
Sales
GoodFor Stores - 1.0 4,709 4,698 4,933 5,180
GoodFor Stores - 2.0 0 210 2,076 4,439
Online Sales 599 1,097 1,974 3,553
Slowly (Containers) 0 293 1,552 4,610
Total Sales 5,308 6,298 10,535 17,782
COGS 2,915 3,333 5,346 8,641
Gross Margin 2,393 2,965 5,189 9,141
Gross Margin (%) 45.1% 47.1% 49.3% 51.4%
Other Income 391 117 178 183
Operating Expenses
Marketing 87 221 428 786
Rent 462 517 686 804
Employment 1,636 1,979 2,473 2,957
Other Operating expenses 539 517 834 1,185
Transaction Fees 91 108 161 241
Total Operating Expenses 2,815 3,342 4,582 5,973
EBITDA (31) (260) 785 3,351
Depreciation 210 208 251 282
Interest 66 58 46 35
Non-recurring expense 61 0 0 0
Net Profit (368) (526) 488 3,034
• Other income includes subletting income from two of the GoodFor sites. Both of these
sub-leases expire in FY22 and one tenant has given notice, GoodFor will either take over
the additional space or sublet it out again. In FY21 other income also includes the wage
subsidy.
• Marketing as a percentage of sales steps up significantly from < 2% in FY22 to over 4%
through FY23 & FY24.
• Transaction fees are from in store and online eftpos and credit card transactions.
• Despite Covid, revenue grows from $4.1m in FY20 to $5.3m in FY21.
29Balance sheet forecast
GoodFor investment memorandum ―
FY21 FY22 FY23 FY24
NZD ‘000 Actuals Forecast Forecast Forecast
Bank (77) 288 179 2,360
Accounts Receivable 11 29 33 56
Accrued Revenue 19 19 19 19
Inventory 566 925 1,069 1,793
Other current assets 65 85 85 85
Total Current Assets 584 1,346 1,385 4,313
Creditors 651 657 707 1,024
Accrued Liabilities 31 51 51 51
GST Payable (receivable) 60 37 31 70
Other current liabilties 359 359 359 359
Total Current Liabilities 1,101 1,104 1,148 1,504
Working Capital (517) 242 237 2,809
Total Fixed Assets 1,681 2,134 2,483 2,801
Long Term Liabilities 1,085 973 829 685
Net Assets 79 1,403 1,891 4,925
Current Year Earnings (368) (527) 488 3,033
Retained Earnings (716) (1,083) (1,610) (1,122)
Paid up Capital 1,163 3,013 3,013 3,013
Total Equity 79 1,403 1,891 4,925
Retained Earnings (716) (1,083) (1,610) (1,122)
Paid up Capital 1,163 3,013 3,013 3,013
Total Equity 79 1,403 1,891 4,925
• Immediately upon completion of the capital raise $300k of overdue accounts payable will
be paid. The business will then trade with payables at 10% of revenue in FY22 and then 6 -
7% from FY23 onwards.
• Long term liabilities consist mainly of bank loans totalling $950,000 at an average weighted
interest rate of 4.9% with an average of 3.5 years remaining.
• Inventory in FY22 increses due to the first large manufacture of containers. Inventory in
FY23 and beyond will then return to 10% of sales.
30Cashflow forecast
GoodFor investment memorandum ―
FY22 FY23 FY24
NZD ‘000 Forecast Forecast Forecast
Opening Cash Balance (77) 288 179
EBITDA (260) 785 3,351
Interest (58) (46) (35)
Working Capital (394) (104) (391)
CAPEX (661) (600) (600)
Loan Advances / (Repayments) (112) (144) (144)
Taxation 0 0 0
New Equity 1,850 0 0
Closing Cash Balance 288 179 2,360
• New equity in FY22 represents the capital raised in this funding round less raise costs.
key assumptions.
Revenue Assumptions: Gross Margin Assumptions:
• Stores: Our existing stores are forecast to turn- Projected gross margins are based on historical
over slightly less (32
offer.
GoodFor investment memorandum ―offer details.
GoodFor investment memorandum ―
offer summary.
Pre-money valuation $8.4m
Minimum funding target $1.5m
Maximum funding cap $2.0m
Minimum equity offered 15.15%
Maximum equity offered 19.23%
Share price $0.50
Minimum investment $2,000.00
type of shares set out in the Subscription and
Shareholders’ Agreement and
for investments of $100,000 or more
pursuant to the Offer, the Ordinary
on offer. Constitution. There are excep-
tions to these rights (also set
Shares to be issued by GoodFor are
to be issued to the Nominee, who
out in those documents) – for will hold legal title to those Ordinary
GoodFor is offering ordinary voting
example, certain issues of equity Shares on trust for the relevant
shares (“Ordinary Shares”) ranking
securities (including shares and beneficial owner of those Ordinary
equally with all other shares on issue.
options) to employees and/or Shares (i.e. the investor).
Except for Ordinary Shares issued
management and other issues of
for investments of $100,000 or more
equity securities (again, including The full terms on which the Nominee
pursuant to the Offer, the Ordinary
shares and options). will hold the shares are set out in the
Shares to be issued by GoodFor are
Nominee Deed Poll (which forms part
to be issued to Snowball Nominees Holders of Ordinary Shares are also
of the Offer Documents).
Limited (the “Nominee”), who will hold subject to drag and tag along rights
legal title to those Ordinary Shares (as set out in the Subscription and
In broad terms, the Nominee must:
on trust for the relevant beneficial Shareholders’ Agreement).
• act in accordance with the rele-
owner of those Ordinary Shares (i.e. The Subscription and Shareholders’
vant beneficial owner’s instruc-
the investor). Further detail on why Agreement and Constitution set
tions (e.g. in exercising the voting
GoodFor is choosing to use a Nominee out other terms that will apply to
rights attached to the relevant
is described under the heading a shareholding in GoodFor. You
Ordinary Shares);
“Nominee shareholding structure” should read these documents before
• account to the relevant beneficial
below. subscribing for Ordinary Shares under
owner for all proceeds from the
the Offer.
relevant Ordinary Shares (e.g.
Holders of Ordinary Shares have:
dividends received); and
• the right to receive notice of,
• deliver notices, letters, reports,
and attend, every meeting of the
demands, offers, agreements and
•
shareholders;
the right to vote at a meeting of
nominee other documents and communi-
cations received by the Nominee
the shareholders on any resolu- shareholding to the relevant beneficial owner.
structure.
tion;
Under the Nominee Deed Poll, each
• the right to an equal share in divi-
beneficial owner indemnifies the
dends authorised by the board;
We are making use of a nominee Nominee against any losses, damages,
• certain shareholder information shareholding structure to simplify costs, actions, proceedings, claims
rights (as set out in the Subscrip- the share register and to ensure that and demands that may be made
tion and Shareholders’ Agree- GoodFor cannot become a “Code against or incurred by the Nominee
ment); and Company” for the purposes of the as a result of it holding the Ordinary
Takeovers Code. Shares under the Nominee Deed
• pre-emptive, or anti-dilution,
Poll (unless the Nominee has been
rights on certain share issues, as
Except for Ordinary Shares issued fraudulent or grossly negligent).
33becoming a valuation.
GoodFor investment memorandum ―
GoodFor investor. The GoodFor board and existing shareholders, having
regard to independent advice and feedback from early
At GoodFor, our short to medium term goals are to investors, have set the pre-money enterprise valuation
grow our product offering and network of stores into for the GoodFor business at $9.96m and a pre-money
a profitable multi-million dollar business, establish equity valuation (net of debt) of $8.4m.
ourselves as the leader in the sustainable grocery and
pantry container business in New Zealand through The valuation has been determined having regard for:
our beautiful stores and complete range of products
available in-store and online. We have substantial • Comparable industry trading multiples for grocery
evidence to suggest that these goals can be achieved and retail businesses, with a discount due to its
and we believe that we are on the cusp of the most pre-profit stage and private ownership.
exciting time our business has seen to date.
• Our market position and the strength of our brand.
Shareholders investing in GoodFor will be acquiring • The diversity and interlinked nature of our existing
an interest in our retail business (in store and online) business that will feed customers to the new con-
and our upcoming container business and gives you tainer business and generate demand and custom-
the opportunity to come on this journey with us. Your ers for other future revenue streams.
investment will go towards growing a business which is
• Our multiple and diverse locations strategy gives
creating a vastly more sustainable and accessible way to
us a natural hedge against any issues in particularly
shop for essential products.
locations.
We are looking to raise $1.5m to $2.0m of equity. If this • The importance for investors to enjoy a positive and
investment round is oversubscribed, we reserve the profitable experience as shareholders both from
right to consider accepting further investment. Individual operational performance and any future exit.
minimum investment is set at $2,000 for new investors
or non-staff. All shares issued are ordinary voting shares.
use of funds
opening of our most recent store locally and will be advertised and
1 Stores which came at the same time as the sold in Australia. Capital raised will
COVID lockdown period. enable us to manufacture, brand and
We have identified further market this new offering.
opportunities to improve the layout
of our current stores to increase the 2 Online
product range and make for an even 4 Over-subscriptions
better in store experience.
Our online store is still in its infancy
and has enormous revenue potential. Our financial forecasts are based on
We are developing a concept for With the capital raised we plan to raising our target of $2.0m during
our first 2.0 store in Auckland. This develop key features to drive repeat this funding round. If we decide
store will be twice the footprint of orders, expand our product range to take over-subscriptions these
our existing stores and have a much and significantly increase spend on additional funds will be used to bring
larger range of products and will marketing. forward any growth initiatives that
allow for trolleys to be used between we had planned for the following
isles. We will also incorporate other year.
key themes of customer feedback
into the offering and design of this 3 Containers
store.
We have been prototyping what we
We have $300k of accounts payable
believe will be the best range of
to pay down upon completion of
pantry containers in the market and
the capital raise. Payables have
will be sold in store and online to
increased due to the fit out and
an audience of 30,000 and growing
34disclosures.
GoodFor investment memorandum ―
Shareholding structure
James Denton and the Denton family currently own 67% of GoodFor Limited
shares. On completion of the capital raise, new shareholders will either be
individually named on the company’s shareholder registry or will be included
within a nominee vehicle managed by Snowball Effect, depending on the quantum
of investment made. The final shareholder structure may vary from this due to the
actual amount raised and rounding of individual allotments.
Min. raise $1.5m Max. raise $2m
Shares Equity % Shares Equity % Shares Equity %
Shareholders (pre-raise) (pre-raise) (post-raise) (post-raise) (post-raise) (post-raise)
James Denton 7,593,437 45.199% 7,593,437 38.35% 7,593,437 36.51%
Paul Denton 1,651,374 9.830% 1,651,374 8.34% 1,651,374 7.94%
Greg Denton 1,159,791 6.904% 1,159,791 5.86% 1,159,791 5.58%
Ben Taylor 944,015 5.619% 944,015 4.77% 944,015 4.54%
Shehe Limited 944,015 5.619% 944,015 4.77% 944,015 4.54%
Nicholas Independant
944,015 5.619% 944,015 4.77% 944,015 4.54%
Trustee Co Limited
Georgie Hendl 944,015 5.619% 944,015 4.77% 944,015 4.54%
Christopher Jon
927,833 5.523% 927,833 4.69% 927,833 4.46%
Glazewski
Soma Capital Fund 11
381,452 2.271% 381,452 1.93% 381,452 1.83%
LP
Babel Fund I LP 380,837 2.267% 380,837 1.92% 380,837 1.83%
Michael James Hastie 215,775 1.284% 215,775 1.09% 215,775 1.04%
Andreas Berns 140,762 0.838% 140,762 0.71% 140,762 0.68%
Geoffrey George
130,519 0.777% 130,519 0.66% 130,519 0.63%
Christopher
Scott Margetts 110,440 0.657% 110,440 0.56% 110,440 0.53%
Ralph Chang Cathy Qin 100,400 0.598% 100,400 0.51% 100,400 0.48%
Jolyon And Tiffany
100,399 0.598% 100,399 0.51% 100,399 0.48%
Thomson
Pelorus Holdings Limited 60,240 0.359% 60,240 0.30% 60,240 0.29%
Neil Stainforth Brabant 50,601 0.301% 50,601 0.26% 50,601 0.24%
George Meyer 20,080 0.120% 20,080 0.10% 20,080 0.10%
New Shareholders 3,000,000 15.15% 4,000,000 19.23%
Total 16,800,000 100.000% 19,800,000 100% 20,800,000 100%
35Dividend policy Wage Subsidy
GoodFor investment memorandum ―
The business does not intend to pay a When we took the first round COVID19
dividend for the next 2–3 years. Any net wage subsidy there was some ambiguity
profit produced during this period will be as to whether we were eligible. However,
reinvested into growing the business. After we did technically meet the criteria and we
this period of time, the dividend policy will used the funds to specifically pay wages.
be reviewed. For transparency, we voluntarily had our
position reviewed and while we are waiting
Exit strategy for final confirmation, we understand we’re
in a position to keep the wage subsidy as
The strategy of growing our brand, product
there was no request for repayment. To be
offering and complimentary container
prudent, we are keeping the $300k wage
business is designed to significantly
subsidy as a contingent liability until 31
increase the value of the business. As
March 22 in the case that the matter is
we continue to grow we will evaluate
reviewed again.
appropriate opportunities to create
liquidity for shareholders. A future
Shareholder Communication
possibility which is currently closely
aligned with GoodFor’s long term strategy We intend to keep our investors updated
would be a trade sale. There is also a through:
possibility to create short term liquidity for • A quarterly business summary update
shareholders on a recurring event basis (more frequently if required);
and the board will continue to assess these • An annual update on the outlook for
mechanisms. GoodFor, including financial state-
ments and commentary approved by
Future funding the Board; and
• Participation in an Annual General
Based on current forecasts we do not
Meeting of Shareholders.
foresee any further capital requirement
in the next 3–4 years. However, the board
Snowball Effect Fees
and management will continue to carefully
evaluate new opportunities as they arise Snowball Effect charges a fee, if a company
and if additional capital is needed successfully reaches its minimum funding
target, of the greater of $25,000 or 7.5%
Litigation & disputes of the funds raised.
There are no past or current litigations
or disputes known to the Directors or
Management.
Governance
James and Georgie are GoodFor
Limited’s only Directors. On completion
of this offer, the business will appoint an
independent Director, which may include a
representative of a relevant investor.
Remuneration
All remuneration of current and future
executives and team members will be
reviewed regularly by the Directors to
ensure it is market driven and reflects
individual performance and achievement
of role objectives. No changes will occur
until an independant director is appointed.
36Endnotes
GoodFor investment memorandum ―
1 Science daily, https://www.sciencedaily.com/releases/2017/07/170719140939.htm
2 National geographic, https://www.nationalgeographic.com/science/article/plastic-
produced-recycling-waste-ocean-trash-debris-environment
3 The Gaurdian, https://www.theguardian.com/environment/2017/sep/12/third-of-
earths-soil-acutely-degraded-due-to-agriculture-study
4 UNICEF, https://www.unicef.org/media/55926/file/SOFI-2019-in-brief.pdf
5 Grand Veiw Research, https://www.grandviewresearch.com/industry-analysis/food-
grocery-retail-market
6 Globe News Wire, https://www.globenewswire.com/news-
release/2020/12/08/2141147/0/en/Organic-Food-Market-Worth-272-18-billion-by-2027-
Growing-at-a-CAGR-of-12-2-From-2020-With-COVID-19-Impact-Meticulous-Research-
Analysis.html
7 Forbes, https://www.forbes.com/sites/jefffromm/2020/11/10/sustainable-food-
trends-will-become-center-of-the-plate-with-modern-consumers/?sh=29226dbc4fe6
8 Commerce Commision, https://comcom.govt.nz/__data/assets/pdf_
file/0033/229857/Market-study-into-the-retail-grocery-sector-Preliminary-issues-paper-10-
December-2020.pdf
9 Market Research, https://www.marketresearch.com/MarketLine-v3883/Food-
Grocery-Retail-Zealand-13511481/#:~:text=Key%20Highlights&text=The%20New%20
Zealand%20food%20and,5.5%25%20between%202014%20and%202018.
10 Market Data Forecast, https://www.marketdataforecast.com/market-reports/global-
food-containers-market
11 The Container Sotre, https://investor.containerstore.com/financial-reports/annual/
default.aspx
12 Colemar Brunton, https://www.colmarbrunton.co.nz/better-futures-climate-change-
concern-rising-but-plastics-top-of-mind-for-kiwis/
13 Colmar Brunton, https://www.colmarbrunton.co.nz/better-futures-climate-change-
concern-rising-but-plastics-top-of-mind-for-kiwis/
14 Scoop, https://www.scoop.co.nz/stories/BU2011/S00282/porters-five-forces-
analysis-of-kiwi-supermarket-industry.htm#:~:text=According%20to%20Canstar%2C%20
Foodstuffs%20enjoys,32.4%20per%20cent%20market%20share.
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