1. Remedy Proposal Fantasy proposed merger with Just Energy Inc.
Presentation to the National Competition Authority
Strictly Confidential

2. Overview Why the merger is not detrimental
A proposal to eliminate concerns
What the proposal will achieve
A suitable purchaser
A way forward

3. Why the merger is not detrimental
A recap on overwhelming evidence:
Market should include all functional beverages on any reasonable market definition.
Ease of entry
Competitors can easily expand
Strong countervailing buyer power
Significant efficiencies

4. A proposal to eliminate concerns
In the interests of a speedy conclusion we are prepared to divest all relevant parts of the Emerge business :
All significant assets used in Emerge supply including relevant trademarks and other IP rights
Assignment of retail and wholesale contracts
All necessary interim support for transport and production
Considerable interest from a very suitable purchaser
We are prepared to contemplate sales based consideration to facilitate divestiture.

5. What the proposal will achieve
Restores pre merger structure – in fact a stronger number 2
Enables StarBev to overcome production constraints
Preserves majority of merger efficiencies
Structure of national energy drink ‘market’
Thrive in Fantasy
66% (no change)
Emerge/Star
19% (up from 15%)
Pure’s Bom Dia
7-8% (no change)
Meta
2% (no change)
Tilt/Ever 1%
Others 4%

6. A suitable purchaser StarBev is a very suitable purchaser
Strong reputation for the quality of its products and energy drink expertise.
Sound financials – deal structure will not stretch Star’s financial capacity.
Lack of production capacity has been main constraint on Star – proposal pro competitive –Star can now take its place as a main competitor
Intense discussions have established feasibility – Star eager to proceed

7. A way forward
Already in substantive agreement with StarBev regarding substance of divestiture – negotiation of detail now progressing.
We have also received strong expressions of interest from other operators.
We have made the proposal to progress the merger without delay.
Agency approval sought to proposal – disproportionate to require up front buyer given low risks. risks.