Umbrella IM_v12 FINAL

Umbrella Health Information Memorandum P + 61 3 8560 5111 | E [email protected] | W umbrellahealth.com.au | A level 8, 606 St. Kilda Rd, Melbourne VIC 3004

Contents 01. 02. 03. 1.0 Investment Summary 2.0 The Umbrella 3.0 The Umbrella Opportunity Vision 1.1 Use of Funds 2.1 Health Industry Overview 3.1 Umbrella's Guiding Principles 2.2 Pharmacy 2.3 General Practice 06. 2.4 Senior Care 2.5 Allied Health 6.0 Our Team 04. 05. 09. 4.0 Values and Behaviours 5.0 About Umbrella 9.0 Future Locations 5.1 Application 12. 5.2 Technology 5.3 Technology Principles 12.0 Overall Financial 5.4 Umbrella Brands Projections 07. 08. 12.1 Timeline 7.0 Edgewater Project 8.0 Projects Under 12.2 How Will Umbrella Make 7.1 Project Discovery Money? 7.2 Financial Analysis 10. 11. 10.0 Business Model 11.0 Aggregation and Scale Financials 13. 13.0 Key Risks

01. Important Information This Information Memorandum is supplied They do not constitute, and should not The Information Providers are not liable to on the following conditions, which are be regarded as, a representation that the reimburse or compensate the Recipient or expressly accepted and agreed to by the projected results are accurate, will actually be any of their representatives for any costs recipient of this Information Memorandum achieved or that the underlying assumptions or expense incurred in conducting their (‘Recipient’) as evidenced by the retention are valid, and should not be relied upon. review of the information in this Information of this document. If these conditions The estimates, calculations, statements Memorandum or the Additional Information are not acceptable to the Recipient, the and projections are based on assumptions or other information relating to Umbrella Information Memorandum and all copies about future events and management submitting a registration of interest or detail of the Information Memorandum are to be actions that may not necessarily take place proposal, making an offer or otherwise in returned immediately to Umbrella Health and are subject to significant uncertainties connection with the proposed investment. 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The information in this Information The information in this Information meaning of the Corporations Act 2001 (Cth) Memorandum and/or Additional Information Memorandum has been issued as of 7 (‘Corporations Act’) and it has not been provided contains valuable, proprietary and May 2019. The delivery of this Information lodged with the Australian Securities and confidential information, which is strictly Memorandum after that date does not Investment Commission. Recipients and their private and confidential and should not be simply, and should not be relied on as advisors should conduct and rely on their disclosed to any third party without the prior a representation or warranty that there own independent review, investigations and written consent of Umbrella. has been no change since that date in the analysis of the Investment and should seek affairs or financial condition of Umbrella their own professional advice on the legal, This Information Memorandum is provided or that the information contained in this financial, taxation and other consequences as is, without warranty of any kind. No part Information Memorandum remains correct, of the Investment. of this Information Memorandum may at or at any time after, that date. Information be shown or distributed to third parties Providers are not under any obligation to Umbrella and its directors, officers and or reproduced, stored or transmitted in correct, update or revise this Information agents (‘Information Providers’) do not make any form or by any means, electronic, Memorandum or any Additional Information. any guarantee, representation or warranty, mechanical, photocopying, recording or express or implied, as to the accuracy, otherwise without the prior written consent Note for Australian Recipients reliability, reasonableness or completeness of Umbrella. of the Information Memorandum or This Information Memorandum is provided any written or oral communication or Umbrella and the Information Providers to the Recipients on the basis that they are information subsequently provided or made reserve the right to vary the timetable for, or persons to whom an invitation or offer of available to the Recipient by the Information to modify or withdraw the Investment at any securities in Umbrella would not require Providers (‘Additional Information’) or as to time. 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Memorandum. situation and particular need of each person or entity which reads or uses the information All estimates, calculations, projections in the Information Memorandum. and statements as to anticipated future performance of Umbrella Health Pty Ltd in the Information Memorandum have been prepared by management for internal use and illustrative purposes only.

Umbrella Health Information Memorandum Foreword Letter from the CEO, Australian consumers deserve better I am often asked what is new about outcomes from this industry. the Umbrella concept. While it is true I’d like to take this Twelve months later Umbrella was that there are talented and caring opportunity to founded, now we are tooled with medical, allied health and senior care introduce the exciting cutting edge technology, access to practitioners within our industry with concept that we call great locations, and an assembly a focus on patient experience and Umbrella. This booklet of thought leaders. wellbeing, they often exist within is an introduction cottage businesses that do not have to Umbrella and our Our journey starts through our first the scale to enable large amounts of mission of building a Umbrella Health Precincts in Victoria; us to achieve a state of optimal health network of integrated Edgewater, East Bentleigh, Pakenham, & happiness Umbrella will provide that health and senior care Sunbury, and Tarneit opening through scale. precincts across 2019 - 2021. Australia. Our vision is There is also no comparable offering for Umbrella to be the My core focus as Umbrella’s CEO is that co-locates an integrated set vehicle that enables to nurture partnerships, both capital of primary health and senior care all people to achieve and strategic, to co-create a model facilities. As we introduce other optimal vitality and for Umbrella to offer scope to scale differentiators into our model such as happiness in their daily up our sites rapidly, and ultimately health tech integrations, a real focus lives. reshape the industry. on premium customer service (e.g. wait times) virtual care panels/remote We have a strategy to achieve this In 2018 we focused on building support; the outline of a very distinct vision through building great places partnerships and strategy. Partnering concept takes shape tenanted by likeminded, best-in-field, with thought leaders in health and health professionals. Professionals placemaking to answer the question This is The Umbrella Difference. supported by an agile, socially all businesses need to solve around responsible, centralised head office intrinsic value to the market ‘Do we Warmest Regards, and given access to a large, under have a product?’, these partnerships serviced, market through a strong have led to opportunities both to Michael Cochrane national brand. co-create brands such as pharmacy and medical centres and has Founder & CEO Umbrella started as a concept born delivered agreements to operate from the desire of two business across our first sites. Our focus for people, Sunil Kumar and Peter Terrill. 2019 is a continuation of strategy and Two imagineers sitting across a table partnership development, combined in mid 2017 with a vision reimagining with executing upon a critical what the health and care industry path from an operational delivery could be, and a conviction that perspective. Umbrella will look back on 2019 as it’s coming of age, a formative year in which we will welcome our first patients and clinicians into our care precincts and complete our aging 2050 blueprint in preparation for opening market leading senior living and aged care sites in 2021. 4

Imagineering a new future for Australia's health and care industry Vision Statement At Umbrella, our goal is to reshape Australia’s health and care industry landscape by creating the places, pathways and support structures for all people to achieve optimal vitality and happiness.

Umbrella Health Information Memorandum 01. Investment Summary Item Detail Target financing amount Round One Round Two Closing date $1,500,000 $1,500,000 1 June 2019* 31 August 2019* Qualified financing A “Qualified Financing, under which Umbrella issues new equity securities in an amount which, when aggregate with the principal of all notes outstanding and accrued interest on those notes, equals at least $10,000,000 Conversion Discount 25% 20% (off the Conversion Price) Conversion Price The lesser of: Valuation Cap a) the Issue Price paid by the susbcribers for new Qualified Financing (less the Conversion Discount), multiplied by (1- the Conversion Discount); and b) the Valuation Cap divided by the number of shares on issue prior to the closing of the qualified financing AU$25,000,000 Maturity Date 15 September 2021, unless converted beforehand or prepaid Interest 8% per annum, compounding annually, principal and interest payable at maturity or upon conversion. Investment Amount Minimum of $100,000 *These dates are indicative only may be subject to change 1.2 Use of Application of Funds Funds The purpose of the offer is to attract expansion capital to optimise the current market opportunity. The following is a Horizon 1 - End of 2021 snapshot of funds the allocation. All funds are in AUD. • Establish Primary Health care centres nationally. Area of Use Amount • Develop market leading primary health web portal and Health Site Set Up Costs (x3) $1,500,000 Salaries and Oncosts $600,000 care plan web application. Platform Development $350,000 • Position Umbrella as Australia’s Healthtech hub Capital Raise Costs $250,000 Consultancy (Financial/strategic) $150,000 marketplace provider. Marketing $150,000 • Become fastest growing provider of chronic disease Total $3,000,000 management plans in the communities we serve. • Establish presence in two co-located care precincts with aged care facilities. • >$25M AUD market value. 6

Imagineering a new future for Australia's health and care industry 02. The Umbrella Opportunity We exist to solve a Problem… Our health & care sectors face significant funding challenges as our population ages, and our health needs grow in 1. Aging Population + Increase in complexity. Chronic diseases such as diabetes, asthma, heart chronic disease disease, and obesity are putting increased demand on the = Rising health costs industry. 2. Big $170B industry + fragmented We have a two paced system of predominately small market = Avoidable overheads practices and a few large shareholder driven corporate health companies. The thousands of small practices struggle with 3. Complex health solutions + lack of high overheads and decreasing margins. The corporates focus guided support on growing revenues inevitably drives doctors to shorter = Disempowered consumers appointments and afford less time for the individual patients. Consumers of health are so disempowered we have become thankful just to be seen on time. This cannot continue. Together we can be part of the Solution What if you could find a doctor who was always on time… At Umbrella we also know how to make work really work, with Umbrella’s proprietary time management algorithm and a team of experienced business and technology experts we communications software puts the patient back in control of can unlock lost margins that enable our people to reinvest in their time. the community. This technology advantage will be a sought- after product for the wider industry and could have a higher What if you could see a GP/pharmacist/physio/nutritionist valuation than our core health businesses. etc who collaborated together to achieve your health goals… What if you could access support from all of them online, What if this was all in the one place like a shopping centre? without paying again and again for follow up appointments? Think of Umbrella for health as Westfield is for retail, except Patients are in the drivers seat with the Ask Umbrella App. Our we just happen to own the anchor tenant too. Through health care plan patients will have the support of a personal building scale and financial strength through our community care coordinator and a family of practitioners at the touch of practices, our vision is to build integrated care precincts that a button. Our unique mix of face to face support and next are a one stop shop for all primary and senior care needs. generation technology makes the journey from illness to optimal vitality easier to navigate. Our health industry in global terms is excellent, the concept of universal What if you could invest in an alternative to big corporate health care is fantastic health with the upside of a tech start up? Can it be better? Yes We are building an extensive network of Umbrella Health Do we have any other choice but to practices, a cooperative of high quality clinics and care make it better? We don’t precincts that give more to a community than they take in profits. Each of these will be unique, a reflection of a communities health needs. We employ locals and partner with schools, social, and sporting groups to improve health and help them be the best they can be. 7

Umbrella Health Information Memorandum 2.1 The Umbrella Opportunity Health Industry Overview Health is a rapidly expanding industry Amount ($)Figure 1. Primary Health Expenditure Spending on health in Australia has grown by about 50% in 1996 real terms over the past decade, from $113 billion ($5,500 60B1997 per person) in 2006–07 to $170 billion ($7,100 per person) 1998 in 2015–16. This compares with population growth of about 50B 1999 17% over the same period.*(source (Australian Government 2000 AIHW- Australia’s health 2018). 40B 2001 2002 Umbrella’s target markets of Primary and Aged Care account 30B 2003 for 44% of this spending. Based on Department of Health 2004 and Aging projections, the primary and aged care sectors 20B 2005 combined will receive $1,025 billion of funding between 2006 2016 – 2026, this presents an opportunity to enter a market 10B 2007 with large backing from both government and private equity. 2008 0B 2009 Figure 2. 2010 Government Health Expenditure Year 2011 2012 120B Source: AIHW health expenditure database. 2013 2014 100B Health is a low risk investment 2015 2016 80B Health is strongly underwritten by the Public Sector. Amount ($) Governments fund two-thirds (67%, or $115 billion) of all 60B health spending. 40B As of October 2018, Health Care Equipment and Services made up 4.2% of the total market cap of the ASX top 300 20B ($79 billion), an increase from $65 billion in October 2017. This represents a 24% increase in the total size of these 0B companies, compared to the other sectors within the GISC group. This strong performance underlines investing in Year Australian healthcare is favoured by the market. Source: AIHW health expenditure database. 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 Total government In 2014-15 85% of The cohort of Allied health services spending on health Australians had Australians aged 65 grew by 43% in the grew by 6.8% in real visited a GP in the years and over will last 10 years terms in 2016-17, previous 12 months double in the next above the average 40 years growth of the previous 5 years. 8

Imagineering a new future for Australia's health and care industry 2.2 The Umbrella Opportunity Pharmacy The key role that pharmacists Billions Figure 3. and pharmaceuticals play Actual and projected retailing revenue (8bn) - Pharmacy in Australia’s health system 2007-08 Actual is obvious. For every 100 $17.52008-09 Projected visits, GP’s prescribed 82 $17 2009-10 medications, supplied $16.5 2010-11 9 nine, and advised purchase $16 2011-12 of 11 over-the counter $15.5 2012-13 medications in 2015-16. $15 2013-14 $12.5 2014-15 Source: Hal Swerissen, Stephen Duckett, and Greg 2015-16 Moran. (2018). Mapping primary care in Australia. Source: Bankwest Future of Business: Focus on 2016-17 Grattan Institute. Pharmacy 2018 visualisations 2017-18 Figure 4. 2018-19 Umbrella’s focus on providing PBS Benefits paid - Pharmaceuticals 2020-20 consumers an integrated care offering 2020-21 includes a panel of GP’s, Pharmacists 12B 2021-22 and other Allied Health professionals to manage better health outcomes. Amount ($) 10B This necessitates a network of Umbrella branded pharmacies as a 8B key component of Umbrella’s vision of enabling optimal vitality and happiness. 6B Umbrella has a relationship with 4B an established pharmacist who will operate pharmacies at our locations 2B under the Umbrella Pharmacy brand. 0B In addition to the synergies from a Source: AIHW Australia's health 2018 data patient centred care point of view, 1996 pharmacies are a growing business. 1997 Growth in Australia’s over 50 1998 population, increased PBS expenditure 1999 and more diversified retail offerings will 2000 see pharmaceutical retailing revenue 2001 continue its recovery and grow 6.5% in 2002 the five years to June 2022. 2003 2004 Competition in this growing industry 2005 will continue to increase, with industry 2006 stakeholders highlighting a need to 2007 reduce the cost of medicine delivery 2008 through technology and supply 2009 chain innovation. Umbrella’s focus on 2010 technology and automation places the 2011 brand to perform well and contribute to 2012 the future success of the industry. 2013 2014 2015 2016

Umbrella Health Information Memorandum 2.3 The Umbrella Opportunity General Practice The importance of general practice in Australia’s health and aged care system cannot be overstated. General Practitioner’s (GP) are crucial in the diagnosis and management of chronic disease and illness. GP's also play a significant role in prevention and education. It is for these reasons that Umbrella has chosen to make building great general practices the centre of its vision and Umbrella Precinct offerings. Umbrella offers an attractive environment for general practitioners of patient centred, outcome focused care where practices are not measured on how many patients they service but on how well they service them. Umbrella’s vision is to build a network of likeminded general practitioners who share best practice, to grow along with Umbrella. The General Practice industry is fractured Over 36,000 GP’s are registered in Australia working within over 7000 practices. Largely these exist within a cottage industry with only 10-15% of all practice ownership being corporatised. The two major primary healthcare corporates of Sonic Health care (SHL) and Healius (HLS) only employee around 3000 of 36000 registered GP’s. Industry benchmark reporting suggests net margins of all practices varies greatly, from below 10% to above 25%. This is an indication of disparate levels in the quality of business management and unnecessary overhead duplication through small practice sizes. 10

Imagineering a new future for Australia's health and care industry The outlook for the industry is strong While the industry is not without its challenges the income of GP’s is growing. This further consolidates the premise that corporatisation and increased operating efficiencies can generate strong financial performance for a new entrant to the industry. Figure 5 shows that real GP earnings per hour (that is, earnings after adjusting for CPI and accounting for practice expenses but before tax) have continued to rise over time. The data indicates that average GP hourly earnings in 2015 were $116. Between 2012 and 2015 GP hourly earnings rose by 3.9 per cent in real terms (an average of 1.3 per cent per year). This is more than double the overall rate of real wage growth in Australia. On an average Index: percentage change since base year (2008=100)Figure 5.Medicare fee freeze day 406,000 visits 2008-09 are made to a GP 2009-10Hourly Earnings VS MBS Revenue 2010-11150 GP visits have 2011-12145 increased by 18% 2012-13140 in ten years 2013-14135 2014-15130 2015-16125 120 115 110 105 100 95 90 85 80 75 Year Source: ANZ - Melbourne Institute Health Sector Report - General Practice Trends database. 11

Umbrella Health Information Memorandum 2.4 The Umbrella Opportunity Senior Care The Australian aged care sector is large and complex. From Future growth of the aged care sector is likely to be an economic perspective, it is one of Australia’s largest significant. According to Treasury’s 2015 Intergenerational service industries, employing over 350,000 people to deliver Report, the number of Australians aged 65 years and over services to over one million people via some 2,000 service is forecast to more than double over the next 40 years. providers according to the Aged Care Financing Authority Consistent with this trend ACFA estimates that 76,000 (ACFA) 2015). The aged care sector also plays an important new residential aged care places will be required by 2023- social role in providing older Australians with a variety of care 24 in order to meet demand. These estimates are driven options in the later stages of their lives. There is significant by an aging population that is exacerbated by longer life public involvement in the sector, with $17.8 billion of expectancy, as projected by the Australian Treasury. Commonwealth expenditure allocated to supporting aged care services in 2016-17. (source Deloitte - Australia’s aged Source Deloitte: Australia’s aged care sector: economic contribution and future care sector: economic contribution and future directions) directions Figure 6. Projections 40,000 35,000 Number of Centenarians 30,000 25,000 40,000 20,000 35,000 15,000 30,000 10,000 25,000 5,000 20,000 0 15,000 10,000 5,000 0 1974-75 1984-85 1994-95 2004-05 2014-15 2024-25 2034-35 2044-45 2054-55 Source: ABS cat. no. 3105.0.65.001, 3101.0 and Treasury projections. 12

Imagineering a new future for Australia's health and care industry A cornerstone of Umbrella’s belief in creating fully integrated care precinct offerings is co-locating with Senior Care. Not just from the obvious fiscal upside, but for the growing importance that quality, affordable, human centred care holds in an aging population. Comprising residential resort living, aged care and home care. Senior Care’s promise is that whatever a Seniors care needs are, it will cater for it. With the full spectrum of care within each precinct, couples will no longer need to be separated based on different care needs. With bespoke purpose built precincts, such as the Sunzero Sunbury project, providing access to onsite medical care, a carbon neutral build comprising large scale solar power generation, car free living with clubhouses and all amenities within walking distance. Umbrella’s primary care precincts will be co-located with a combination of ‘best of kind’’ clinical care. High spec, affordable, built-to-rent accommodation removing the barriers to entry such as capital outlay and the inflexibility of most developments. Simply put, our investment in Umbrella Senior Care is investing in the essentials of life. 13

Umbrella Health Information Memorandum 2.5 The Umbrella Opportunity Allied Health The allied health industry is growing Figure 5. rapidly as demand grows across the aged care, mental health, disability and $81,000 hospital sectors. $114,000 Allied health professionals provide a broad range of diagnostic, $250,000 $705,000 technical, therapeutic and direct health services to improve the health and wellbeing of the consumers they support. Allied health compliments general practice and senior care and as such is an indispensable part of Umbrella’s fully integrated health and care business. The growth in allied health (43% from 2005-6 to 2015- Dental Optical Physiotherapy Chiropractic 16* source AIHW) can be attributed to growth in the aforementioned General Practice and Senior Care industries Source: APRA Quarterly Private Health Insurance Statistics March 2018 (released 17 May combined with a strong performance and growth in private 2018). health insurance (PHI) policy funding. PHI income growth for allied health businesses is supported by the Federal Income Sources of Allied Health Government’s efforts to control premium growth and foster participation through tax impositions. During the March 2018 quarter, insurers paid $1,36 billion in general treatment (ancillary) benefits. This was an increase of 6.2% compared to the December 2017 quarter. The major categories of ancillary benefits paid for the same quarter include dental, optical, physiotherapy and chiropractic (see figure 1 below). Overall PHI funded treatment contributed $5 billion in 2017-18 to the allied health industry. GP Referrals TAC/Workcover NDIS Sports Medicine Health Insurers PHYSIO PHARMACY D E N TA L EXERCISE CHIRO PSYCHOLOGY NUTRITION PHYSIOLOGY Umbrella Health Precincts 14

Imagineering a new future for Australia's health and care industry 03. The Umbrella Vision Umbrella’s goal is to reshape Australia’s care industry landscape by creating the places, pathways and support structures for all people to achieve optimal vitality and happiness. Since when did being a patient require so much patience? At Umbrella we believe in a happy Umbrella’s focus is on delivering life, well lived. We founded this a great product, efficiently, business to enable people to be the through best practice business best version of themselves and live methodologies and technology. in a state of optimal physical and This approach ensures margins will mental wellbeing. never need to be delivered through   cutting corners or comprising In most other industries customers on quality human centred living. are treated as a pleasure and a Umbrella’s timing of entry into this privilege. This is rarely the case in industry positions it well to deliver the big health and care businesses on the commission’s findings and of today. For example, GP’s implement best practice into our being late for your appointment communities has become so normalised it is expected. The recently commenced Royal Consumers of health and aged care in Australia deserve the Commission into systematic big industry players to refocus on imagining new offerings that failures in the aged care industry is serve and exceed expectations of consumers, not on maximising testament that some of Australia’s government funding. Where great customer service is the norm, large aged care providers may not the exception. also be focused on the wrong outcomes, resulting in a disservice to Australia’s aged care residents and their families. 15

Umbrella Health Information Memorandum 3.1 The Umbrella Vision Umbrella's Guiding Principles Umbrella will disrupt and inspire these multi- billion dollar industries to a new blueprint for quality. • Patient centred quality care is at the start, middle and end of all that we do. • Health is a service industry. We are committed to raising the bar and reset what consumers expect from health providers. • Care is made accessible and efficient through Umbrella’s investment, invention and utilisation in the technology of tomorrow. • Umbrella transforms communities by living the triple bottom line thinking that is in our DNA More than an investment, Umbrella is the investment opportunity. Umbrella has a large focus on platform to improve lives and revolutionise enabling the private sector to partner with Universities, healthcare in Australia State and Federal Governments to solve these macro issues and reinvent the wider health and care industry. Disproportionate growth in the Primary Health and Aged Care industries is, in part, the result of an increase in chronic Healthcare isn’t just an industry. Health and aged care disease and an aging population. The sharp rise in health touches, enriches and enables every Australian to achieve funding requirements – to maintain current standards - is optimal vitality and live longer, happier lives. one of Australia’s key macro-economic future threats. Umbrella’s areas of focus to address this include; finding Now is the perfect time to disrupt this economies of scale through technology and aggregation; $90b industry and Umbrella will be at reduction of overheads through solving the duplication of the forefront of this revolution. administrative resources. It’s absurd to think this could happen from within the industry, think Taxi think Contributing to an industry solution for these issues will Uber, Think Hotel Think Airbnb, unlock lost margins and position Umbrella as a leader Think TV Think Netflix. in the industry. Margin we will reinvest in financing the   development of new thinking in preventative wellness and Think Health, Think Care? improving access to the best in global health technologies. Think Umbrella Sydney has become regarded as a Fintech hub overnight, why can’t Melbourne house the next Health Tech hub? Umbrella’s breadth across primary, senior and allied health, in combination with strategy of aggregation and development in health technology creates a unique 16

Imagineering a new future for Australia's health and care industry 04. Values and Behaviours umbrella /ʌmˈbrɛlə/ noun 1. a device consisting of a circular canopy of cloth on a folding metal frame supported by a central rod, used as protection against rain. 2. a protecting force or influence. At Umbrella Health we believe in different. We believe that success is not found in what a company does, more so in why and how it does it. That’s why our guiding principles are underpinned by a set of values and behaviours that set a foundation to ensure we attract the right partners and deliver a higher standard for our customers. Value Behaviour 1 Community Each centre is different - a reflection of the community it serves first We employ local people We sponsor local institutions and events 2 Intuitive We reduce hassle for doctors and patients We enable better health outcomes through cooperation and understanding We are user centred i.e. ‘It just works’ for patients and doctors. 3 Accessible Enhanced service experiences through great technology 4 Reliable Enabling environment for all abilities and cultures 5 Growth Flexible hours/ care delivery model/ platform We value safe spaces We are committed to a no surprises culture We have strong systems for excellence We believe in strength through cooperation, each centre reinvests its revenues on growing to support more patients We highly value open learning for our people to stay up to date 17 with cutting edge practices

Umbrella Health Information Memorandum 05. About Umbrella Umbrella is developing health and senior care sites, infrastructure and technology under the Umbrella brand across Australia. Umbrella started in 2017 as a concept led by business people with a mission to reimagine what care should be. Now it is tooled with cutting edge technology, access to great locations, and a conviction that Australian consumers deserve better outcomes from it’s primary and aged care industries. Umbrella’s pathway takes our customer on a journey from a sub optimal state (i.e. illness, injury or burnout) to their natural state of optimal vitality. Each step in this journey requires the curation of an integrated set of services, products and solutions. Umbrella’s ecosystem is designed to deliver exactly this. An exceptional patient and consumer experience that is both transformational and universally accessible. Umbrella’s journey starts through the first Umbrella Health Precincts in Edgewater opening in 2020 with opportunities being developed at Sunbury, East Bentleigh, Tarneit and Pakenham. Umbrella’s business model offers scope to scale up rapidly, with plans for many more sites across Australia. With a shareholder base that has common links to the C2 group, Umbrella also has first access to bespoke healthcare and mixed use commercial development leaseholds developed by C2 Property, resulting in a corporate advantage, on cost and location, over other players within the health and care industry. Umbrella Ecosystem The Ecosystem consists of four components, bringing together all of the elements needed to reinvent Australia’s health and aged care industries, at scale. A foundation layer of proprietary technology and operational assets provide Umbrella the opportunity to rapidly acquire both health technologies and practices. These are where our Umbrella will gain market penetration and scale. Umbrella's application is the vehicle where consumers will integrate seamlessly with Umbrella’s ecosystem, where services come to life through a mobile application. UMBRELLA APPLICATION Umbrella Umbrella GP Dental ACQUISITIONS Umbrella BRANDS Umbrella Senior Care Pharmacy TECHNOLOGY 18

Imagineering a new future for Australia's health and care industry 5.1 About Umbrella Application Umbrella’s application is at the apex of the ecosystem. All of the services our 88% of people Umbrella Brands provide will coexist through a single user centred mobile aged 18-75 own platform. Making appointments, filling prescriptions, finding specialists, or have access to personalised interactive health management plans, emerging wearable health a smartphone technology and more will be seamlessly linked to our practitioners, through our proprietary software. 78% of adults use the internet to Why an App? find health-related information Mobile Phone usage has been steadily increasing in Australia, 88% of Australians now own a smartphone, yet there is no singular health app available to manage things like Appointment, Prescriptions, Referrals & store documents like Medical Certificates. This is an opportunity not just for Australia but globally to bring these pieces together in a single platform to change the paradigm of how consumers interact with the health and care sector. Capturing this market segment not only enables Umbrella to lower its operational costs but position itself as a disruptive presence in the market. 19

Umbrella Health Information Memorandum 5.2 About Umbrella Technology Employing a mix of cloud based technology, robotic process automation(RPA) and machine learning will allow Umbrella to maximise economies of scale through throttling management expense to income ratio. This means our resource costs won’t increase lineally as our customer base increases. These systems will have a focus on a simplified user experience and improved efficiency, creating a strong marketable product for aggregation. Umbrella’s competitors don’t have the opportunity to do what Umbrella can do, to unravel their existing systems and move to a better platform would be an extremely costly exercise. This puts Umbrella in a unique position to disrupt the health and care market Umbrella’s technology platforms and user centred approach will connect all of its businesses, using state of the art enterprise architecture connected to our Practice Management Software, enabling a completely new to the market consumer experience in our Umbrella app. Customer facing technology is generally built from the inside out and as a result most self-service platforms are pigeonholed into fitting old, outdated and inflexible systems. Companies often default to only allowing customers to interact with the functionality their outdated backend databases will allow connection to, rather than the functionality consumers need. Umbrella will take the reverse approach and build from the outside(customer) in, by first defining the data consumers need to access and update and then building the back end infrastructure to deliver it. Step 3 Business IT Step 3 Self-Service Systems Platforms Step 2 API Layers Step 2 API Layers Step 1 Umbrella Self-Service Platform Step 1 Business IT Systems The Umbrella Difference - Self Service at Traditional Design - Self Service Platform the core of our IT stack retrofitted to existing systems 20

Imagineering a new future for Australia's health and care industry 5.3 About Umbrella Technology Principles To realise Umbrella’s technology goals A commonality in the success of it has adopted three core principals to market disrupters such as Uber, Spotify, provide a framework for all Umbrella built AirBnB and Netflix is enablement tech assets which will be the bedrock of it’s not ownership. Enablement through technology businesses. technology. Connecting owners of assets with a bigger market. This is Guided by these principals and utilising the LAST(Lean, exactly the premise of Umbrella’s Agile & Systems Thinking) principals, Umbrella will be able to Technology platform, connecting quickly develop and iterate using customer feedback. owners of health tech to practitioners and consumers, at scale. Much like Uber forced change upon the Taxi Industry, Umbrella will change the health and care industry landscape to provide a better experience for both patients and practitioners alike. Outcome Driven Features • All features will add value to the overall experience and enable customers to interact with Umbrella in a meaningful way • Saves time for customers • Used to enhance service, not replace it Speed of Service • Real time service updates and availability e.g. available appointments • Backend automation • Two-way communication via “messenger” function User Centred Design • Heavy focus on UX/UI to ensure adoption and simplicity of use • Iterative by design and easily updated to add new features • Considers both patient and practitioner equality 21

Umbrella Health Information Memorandum 5.4 About Umbrella Umbrella Brands Umbrella’s Brands will reside within flagship sites known as Medical and Allied Health “Umbrella Health Precincts” built with the assistance of C2 Property. Within these Health Precincts the brands will be • By creating medical and allied businesses within its complemented by other retail and healthcare partners to Umbrella Health Precincts, it will create fully integrated create a fully integrated health and lifestyle experience in one health and care sites. Primary care businesses will include location. Umbrella’s Brands will also meet the market through GP, Dental, Physiotherapy and Specialist care. acquisitions and shared venture practices. Umbrella Brands will introduce Pharmacy a unique offering into Australia’s health marketplace that enhances the Value of C2’s bespoke sites and represents • Umbrella has a relationship with an established an amalgam of cutting-edge customer experience and pharmacist who will operate pharmacies at our locations technology driven patient focused care. under the Umbrella Pharmacy brand. This completes a brand and business offering that spans the most utilised Senior Care Primary Care segments of GP, Physiotherapy, Pharmacy and Dental. • By co-locating with residential resort living, aged care and home care, Umbrella will create a new paradigm for Australia’s Senior care offering that will be fully integrated with our Medical and Allied Health businesses. 22

Imagineering a new future for Australia's health and care industry 06. Our Team Our Board Michael Cochrane Jackson Terrill Cesar Aldea Fiona White Co-Founder / CEO Co-Founder / CIO Non-Executive Director Non-Executive Director Our Advisory Panel Our board and employees are supported by a group of thought leaders to accelerate our growth. Each professional has a specific skill set to enhance our internal capabilities in specialised areas of focus. Dr Avnesh Ratnanesan Matt Tice Todd Cameron April Ratacjak Energesse Insurgence Group Scale my clinic Focus Accreditations Health Strategy Advice Business Strategy Advice General Practice Advice Practice management advice Specialises in strategy that A leading advisor to GP, Co-Founder at Scale Expert in General Pratice innovates business and CEOs across Asia-Pacific My Clinic, Co-founder at RACGP Accreditation, funding models, patient in the areas of strategy M3 Health, Experienced recruitment, management, experience and health design and execution, Healthcare Director. and education. outcomes. leadership, innovation and governance. Jun Yan Harry Niewodowski Gayan Peiris Nick Bourke Ravit Insights Pharmacist Reshape Group ASEA Pty Ltd Financial Modelling and Umbrella Health Pharmacy Property development Property development Capital advisor Consultant project advice agent Experienced health Experienced owner of 17 years of property Accomplished firm director financing analyst. Assists community pharmacies and project consultancy brokering connections with in modelling financing with a belief in a holistic, experience offering property developers. for growth and working multidisciplinary development management capital. approach to optimising and real estate advisory 23 health. services.

Umbrella Health Information Memorandum 07. Edgewater Project Located 10km from CBD, 31 Edgewater Boulevard Maribyrnong will be Umbrella’s first flagship site. Our Medical Centre with 11 consulting rooms and a double treatment room will bring our patient and clinician focus into the market and be our first step toward reimagining health and care for Australians. Umbrella have partnered with 94 Feet (developer), Hamilton Marino (builder) and Perfect Practice (fitout designer) to create a bespoke offering that surpasses our competitors. Located in a growth corridor with an attractive demand/supply gap we selected this site as our first flagship general practice. 24

Imagineering a new future for Australia's health and care industry 7.1 Edgewater Project 25

Umbrella Health Information Memorandum 7.2 Edgewater Financial Analysis Umbrella’s business planning, discovery and due-diligence processes provide a unique investment opportunity. With benchmark patient growth, occupancy levels and cost profiles this site has the potential to overperform against our forecasted free cashflow of $1.1M at maturity. Furthermore this business is predicted to hold a market value of $5.3M at maturity of the current convertible note offer. This represents a potential de-risking of expenditure on technology and operational costs for the head entity. Analysis of this site is based on an organic growth model from three fulltime practitioners in year one, scaling up to benchmark occupancy of 11 fulltime consulting rooms with pathology and sessional income from specialists. Value 2021 $5,320,000 Revenue 2020 2021 2022 2023 2024 2025 Revenue 2020 2021 2022 2023 2024 2025 Ebitda $ 420,000 $ 1,340,000 $ 2,200,000 $ 3,140,000 $ 4,000,000 $ 4,570,000 Ebitda Margin $ -130,000 $ 180,000 $ 440,000 $ 710,000 $ 970,000 $ 1,160,000 Value 2021 -31% 13% 20% 23% 24% 25% $ 5,320,000 *All values a reprojections extracted from Umbrella Health‘s business plan for the Edgewater site, while external validation and benchmarks have been used to generate these figures they should not be viewed as an accurate representation of future business performance. A Discounted Cash Flow (DCF) model has been used to generate the 2021 valuation. 26

Imagineering a new future for Australia's health and care industry 08. Projects Under Discovery Pakenham Tarneit Located in one of Melbourne’s growth corridors this project is made up of Fully integrated multi-generational lifestyle a medical centre, allied health building and a childcare centre in a site area precinct in Melbourne’s outer western suburbs of approximately 8,315 m2. This high profile gateway site has significant including a 2500m2 Umbrella Health Precinct traffic flow exposure and is well situated to capture adjoining a hotel and residential aged care the local residential growth. facility. Completion: Q1 2020* Completion: Q1 2021* Rockbank A major town centre development in outer western Melbourne due to commence construction in 2022. This site will include a 3200m2 Umbrella Health Precinct adjoining a large shopping centre precinct in a government-funded initiative to drive major infrastructure into Melbourne’s outer west. Completion: 2022* *Subject to planning approval 27

Umbrella Health Information Memorandum 09. Future Locations In addition to our first sites in progress and in discovery phase we are focusing on opportunities in several key growth areas across the east coast. Our initial focus in on building out a network of health precincts in growth hotspots in Greater Melbourne and South East Queensland. We are in preliminary discussions with developers in each of the locations highlighted on the below maps. Our partnership with C2 Property has created a pipeline of off market development opportunities. These relationships enable Umbrella a commercial advantage and a rapid scaling of a national network of health precincts. South East Queensland Melbourne 28

Imagineering a new future for Australia's health and care industry 10. Business Model Our Business model is bi-model. The first sites are smaller community based offerings to de-risk the larger projects of our Health Precinct Model. Medical Centre Model (such as Edgewater) • Brownfield sites • Superior patient and clinical experience • 2-10 practitioners • $800k p.a. free cash at maturity • Middle income demographic • Forecast 5x EBIT/Revenue (14x examples on ASX) • Mixed billing business model 1 Mixed Billing 2 Users Pay 3 NDIS/HIH Packages 1 Mixed Billing 2 Users Pay 3 NDIS/HIH Packages Co-location Hub for HIH Medical Centre Co-location Allied Health Hub for HIH Home Health InMteedgicraaltCeedntPrerecinct Model (such as SunbAullrieyd) Health Home Health • Greenfield sites • >300 residents \"One-stop-shop\" • 55+ Middle income demographic • Superior care outcomes for patients For-Profit model at 8x EBIT/Revenue • Mixed business model (plus retail/user pays/NDIS • 3 NDIS/HIH Packages /Bulk Billing) • • 1PaBtuielkntBilsliningcontrol 2 Users Pay 1 Bulk Billing 2 Users Pay 3 NDIS/HIH Packages Co-location Hub for HIH Co-location Hub for HIH Home Health Medical Centre Home Health Medical Centre Allied Health 4 Rent/Purchase 6 Mixed funding model Allied Health 5 Government Subsidy 4 Rent/Purchase 5 Government Subsidy 6 Mixed funding model Independent Residential Community Independent Residential Community 29

Umbrella Health Information Memorandum 11. Aggregation and Scale Financials Acquisitions Umbrella’s strategy of market disruption Umbrella Managed Services through technology, rapid scale and consumer first mindset necessitates Once imbedded and operational within it’s flagship Umbrella the acquisition of both primary health Health Precincts, Umbrella plans to on sell it’s practice businesses and technology companies. management and application software to existing allied and medical practices across Australia. This forms another revenue Practice Acquisitions stream in Umbrella’s growth milestone phase and drives positive change within the health and care industry. Umbrella The first stream of Umbrella’s acquisitions strategy is existing will provide a managed service to the market in two ways GP and Dental practices, this enables Umbrella to have a presence in developed metropolitan areas where a greenfield 1. Managed Services: running the administration of a GP Umbrella Health Precinct wouldn’t be possible. When practices practice or group using our Umbrella developed software are acquired, the Umbrella operations structure, the reach of to reduce staffing requirements and improving customer technology assets will improve profitability and add value to experience for a percentage of gross patient fees. the acquired entity. Acquisitions will also deliver cashflow and improve future the value of Umbrella Health Pty Ltd. 2. Software Sales: on-selling the Umbrella technology offering to allow practices to reduce staffing expenses whilst simultaneously improving customer experience through improved processes and human centred design With 8000 medical practices around Australia alone, there is a significant market which will allow a generation of stable cash flow and rapid expansion. Scale through aggregation and acquisition of practice partners Umbrella ’s scale can be delivered rapidly by partnering with likeminded practitioners to merge and acquire their business into the group to leverage economies of scale. Unlike large corporatised health companies this is achieved through cooperative aggregation using co-authored terms fitting the needs of each community. Thereby increasing patient loyalty and achieving bespoke clinical best practice. This strategy adds significant market value of the group as illustrated in the example scenario below. Existing Acquire under Grow customer Tag along to Business Umbrella base group IPO 2x EV Multiple 3x EV Multiple 4x EV Multiple 5x EV Multiple $2M cost $3M value $5.2M value $10M value 2019 2020 2020 2025 *All values a reprojections extracted from Umbrella Health‘s business plan for the Edgewater site, while external validation and benchmarks have been used to generate these figures they should not be viewed as an accurate representation of future business performance. A Discounted Cash Flow (DCF) model has been used to generate the 2021 valuation. 30

Imagineering a new future for Australia's health and care industry Umbrella’s strategy is to operate a significant number of centres by 2025 necessitates acquiring several primary care business. As depicted below, these businesses will be of different sizes and in growth areas across the east coast. At Umbrella we recognise the value in diversity for each of our businesses, as such the enterprise values and multiples will differ based on the needs of the community the business is located within. Podiatry Care Precinct VIC QLD Medical Centre Chiro Pharmacy VIC OLD QLD Physio Physio VIC QLD Pharmacy Medical Centre VIC QLD Chiro Care Precinct Podiatry VIC VIC VIC Podiatry QLD 31

Umbrella Health Information Memorandum 12. Overall Financial Projections Umbrellas future is about growth. Our financial modelling has been completed in concert with key industry consultants with a brief to leverage debt, equity, and cashflow efficently to build a feasible trade up profile. These forecasts are from health operating businesses only and exclude any future technology assets, due to the broad valuations tech startups receive. Our belief is the Umbrella Application assets will outperform the below at valuation. Umbrella Health Financial Forecast $120,000,000 $100,000,000 $80,000,000 $60,000,000 $40,000,000 $20,000,000 2020 2021 2022 2023 2024 2025 Revenue Post Tax Enterprise Value 12.1 Overall Financial Projections Timeline Platform health First site Edgewater tech development GP Clinic opens Aug 2018 Jan 2019 Mar 2019 Convertible note ($3M) Apr 2019 May 2019 Oct 2019 Business concept Strategy and capital 1st Lease signed development pathway development 32

Imagineering a new future for Australia's health and care industry Year 2020 2021 2022 2023 2024 2025 3 5 7 9 11 Medical Centres 3 2 3 4 5 6 0 $35,890,000 $52,965,000 Aged Care $85,500,000 $103,500,000 Medical Centres $6,600,000 $10,835,000 Revenue $1,050,000 $4,400,000 $10,950,000 $21,730,000 Post Tax $13,500,000 $31,500,000 $49,500,000 $67,500,000 Enterprise Value^ $125,000 $900,000 $3,075,000 Total Ebitda -$325,000 $4,500,000 Valuation per medical centre ^ A discounted cashflow model has been adopted to derive the post tax enterprise valuation figure. *all values are projections extracted from Umbrella Health‘s business plan, while external validation and benchmarks have been used to generate these figures they should not be viewed as an accurate representation of future business performance. First Senior Care Public listing precinct open (IPO) Umbrella web app Series A financing global release round (>$10M) Umbrella web app launch Feb 2019 Feb 2021 Aug 2021 Sep 2022 Jul 2025 33

Umbrella Health Information Memorandum Source: A https://beta.health.gov.au/resources/publications/australias-health-landscape-infographic 12.2 How will Umbrella Make Money? Umbrella has a diversified strategy of Umbrella will invest in revenue generation, these streams include: health tech start-ups to generate investment income • Patient fees from Umbrella Health Precincts and improve its own care • Patient fees from stand-alone GP, allied health offering within Umbrella Health Precincts and stand- and dental practices alone Umbrella practices. • Brand fees from partners i.e. Pharmacy • Software sales • Managed services • National Disability Insurance Scheme (NDIS) funding • Medicare • Transport Accident Commission • Sale of health technology hard and software products 34

Imagineering a new future for Australia's health and care industry 13. Key Risks Operational Risks Umbrella Health Pty Ltd’s future operation of its business may be influenced by a range of risk factors including, but not limited to: • Umbrella’s ability to attract and retain quality General Practitioners (GP’s) and allied health professionals is a key risk to the Company’s growth. Given the workforce shortage it is a contingent risk of any new entrant to the health industry. • Fluctuating revenues produced from the seasonal nature of patient demand in Umbrella’s GP’s and Allied Professionals (as Umbrella’s revenue is largely reliant on this income) may impact financial performance. • Umbrella’s ability to manage sensitive health information through our technology and people systems may expose the Company to reputational risk. • Negative publicity involving Umbrella or one of Umbrella’s employees or doctors may impact on revenues, even if these claims prove to materially untrue or subjective in nature. • The Company’s ability to deliver and maintain earnings and profit through its operations may be impaired due to external market forces or regulatory changes. • There is a risk that despite the best efforts from the Company, growth of sites as projected by the Company will not materialise which may adversely affect the value of the Company’s business. • Loss of key personnel, whether that be GP’s, practice managers, or senior leaders, is a risk to the ongoing profitability and growth of the Company. • Umbrella’s assumption that it’s unique service proposition and technology platform will meet the needs of the market is unproven. • Medical indemnity claims are an endemic risk in the health industry. Despite indemnity insurances the Company may suffer reputational damage and therefore negative fiscal impacts may result from any such action. • Industry information in this Information Memorandum suggests a strong future demand for health and a trend toward chronic disease management planning (CDMP). As such the Company’s focus on CDMP is based on historical data and trends. There is no guarantee this trend will continue and may negatively impact the financial performance of Umbrella. Some of these risks may be mitigated by the Company using appropriate business practices and advisory services. Some of these risks will be outside the control of the Company. No assurances can be given that any of the risk factors will not adversely impact the Company. General Investment Risks Conversion date risk Force majeure events There is a risk that the intended conversion date is extended for up to Events may occur within or outside Australia that could impact another 6 months or that the maturity date will be reduced. upon the world economy, the operations of the Company and the This means investors may receive any repayment and return on their value of the Notes. These events include war, acts of terrorism, investment either earlier or later than expected. civil disturbance, political intervention and natural events such as earthquakes, floods, fires and poor weather. Market risk The risk that the value of an investment will change due to changes Legal risk in external markets. Sources of market risk include but are not limited The risk principle provides limits on negligence for harm caused to: recessions, political turmoil, changes in interest rates and terrorist unforeseeably. attacks. Systematic risk Economic risk Systemic risk is the risk of collapse of an entire financial system or The risk that macroeconomic conditions such as exchange rates, economy. government regulation or political stability will negatively impact an investment. Interest risk The risk that interest rates may increase and impact the financial Regulatory risk viability of the Company. Political, taxation, economic, legislative or regulatory change in Australia may have an adverse affect on the Company. Broadly, political risk refers No guarantee in respect of investment to the complications businesses and governments may face as a result The preceding list of risk factors should not be taken as an exhaustive of what are commonly referred to as political decisions. list of the risks faced by the Company or by investors in the Company. The preceding factors, and others not specifically referred to above, Government risk may materially affect the financial performance of the Company and Government action or policy change particularly in relation to the value of the Notes. The Notes issued under the Offer carry no access to lands and infrastructure, compliance with environmental guarantee in respect of profitability, dividends, coupon returns, return regulations, taxation, subsidies and royalties, may adversely affect the of capital or the price at which they may sell for in the future. Umbrella’s operations and financial performance. 35

© Copyright Umbrella Health Pty Ltd ACN 627 495 961 UM/012/2019 P + 61 3 8560 5111 | E [email protected] | W umbrellahealth.com.au | A level 8, 606 St. Kilda Rd, Melbourne VIC 3004