ANDREW PELLER LIMITED (Consolidated) (2017)

1 ANDREW PELLER LIMITED consolidated Financial Statements March 31, 2017 and 2016 (in thousands of Canadian dollars) pricewaterhousecoopers LLPPwC Tower, 18 York Street, Suite 2600, Toronto, Ontario, Canada M5J 0B2T: +1 416 863 1133, F: +1 416 365 8215 PwC refers to pricewaterhousecoopers LLP, an Ontario LIMITED liability partnership. June 7, 2017 Independent Auditor s Report To the Shareholders of ANDREW PELLER LimitedWe have audited the accompanying consolidated financial statements of ANDREW PELLER LIMITED , which comprise the consolidated balance sheets as at March 31, 2017 and 2016 and the consolidated statements of earnings, comprehensive income, changes in equity and cash flows for the years then ended, and the related notes, which comprise a summary of significant accounting policies and other explanatory information. Management s responsibility for the consolidated financial statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

2 Auditor s responsibility Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We conducted our audits in accordance with Canadian generally accepted auditing standards. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control.

3 An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained in our audits is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of ANDREW PELLER LIMITED as at March 31, 2017 and 2016 and its financial performance and its cash flows for the years then ended in accordance with International Financial Reporting Standards. Chartered Professional Accountants, Licensed Public AccountantsAndrew PELLER LIMITED consolidated Balance Sheets As at March 31, 2017 and 2016 (in thousands of Canadian dollars) Approved by Director Director The accompanying notes are an integral part of these consolidated financial statements.

4 20172016 AssetsCurrent assetsAccounts receivable (note 20)$26,973$28,223 Inventories (note 4)129,088119,666 Biological assets (note 6)1,4001,196 Prepaid expenses and other assets3,1061,782160,567150,867 Property, plant and equipment (note 5) 118,838108,929 Intangible assets (note 7) 10,60011,040 Goodwill (note 8) 37,47337,473$327,478$308,309 LiabilitiesCurrent liabilitiesBank indebtedness (note 9)$36,620$33,701 Accounts payable and accrued liabilities (note 10)36,26036,772 Dividends payable1,6901,553 Income taxes payable (note 14)2,3482,425 Current portion of derivative financial instruments (note20)418645 Current portion of long-term debt (note 11)4,4064,10681,74279,202 Long-term debt (note 11) 46,678 48,202 Long-term derivative financial instruments (note 20) 6421,529 Post-employment benefit obligations (note 12) 5,2795,947 Deferred income (note 13) - 102 Deferred income taxes (note 14) 15,82015,591150,161150,573 Shareholders EquityCapital stock (note 15) 6,9676,967 Retained earnings174,193154,605 Accumulated other comprehensive loss(3,843)(3,836)177,317157,736$327,478 $308,309 ANDREW PELLER LIMITED consolidated Statements of Earnings For the years ended March 31, 2017 and 2016 (in thousands of Canadian dollars, except per share amounts) The accompanying notes are an integral part of these consolidated financial statements.

5 20172016 Sales$342,606 $334,263 Cost of goods sold,excluding amortization (note 16)211,451211,299 Amortization of plant and equipment used in production6,5496,069 Gross profit124,606116,895 Selling and administration (note 16)86,01882,048 Amortization of equipment and intangible assets used in selling and administration 3,377 3,639 Interest3,0783,575 Net unrealized (gain) loss on derivative financial instruments (note 20)(2,232)1,558 Other expense (income)(note 16)120(40)Earnings before income taxes34,245 26,115 Provision for (recovery of) income taxes(note 14) Current7,6647,181 Deferred231(265)7,8956,916 Net earnings for the year$26,350 $19,199 Net earnings per share (notes 15 and 17) Basic and dilutedClass A shares$ $ B shares$ $ PELLER LIMITED consolidated Statements of Comprehensive Income For the years ended March 31, 2017 and 2016 (in thousands of Canadian dollars) The accompanying notes are an integral part of these consolidated financial statements.

6 20172016 Net earnings for the year$26,350 $19,199 Items that are never reclassified to net earnings Net actuarial losses on post-employment benefit plans (note 12) (9)(457)Deferred income taxes (note 14) 2 119 Other comprehensive loss for the year (7)(338)Net comprehensive income for the year$26,343 $18,861 ANDREW PELLER LIMITED consolidated Statements of Changes in Equity For the years ended March 31, 2017 and 2016 (in thousands of Canadian dollars) The accompanying notes are an integral part of these consolidated financial statements. Capital stockRetained earningsAccumulatedother comprehensive lossTotal shareholders equityBalance at April 1, 2015$7,026$143,847$(3,498)$147,375 Net earnings for the year-19,199-19,199 Net actuarial losses (netof $119 deferred tax recovery) (note 12)--(338)(338)Net comprehensive income for the year - 19,199 (338)18,861 Issue price of repurchased shares (note 15) (59)- - (59)Excess of repurchase price over average per share issue price (note 15) - (2,195)- (2,195)Dividends (Class A $ per share, Class B $ per share) - (6,246)- (6,246)Balance at March 31, 2016$6,967$154,605$(3,836)$157,736 Balance at April 1, 2016$6,967 $154,605 $(3,836)$157,736 Net earnings for the year-26,350-26,350 Net actuarial losses (net of $2deferred tax recovery) (note 12) - - (7)(7)

7 Net comprehensive income for the year - 26,350 (7)26,343 Dividends (Class A$ per share, Class B $ per share) - (6,762)-(6,762)Balance at March 31, 2017 $6,967$174,193$(3,843)$177,317 ANDREW PELLER LIMITED consolidated Statements of Cash Flows For the years ended March 31, 2017 and 2016 (in thousands of Canadian dollars) The accompanying notes are an integral part of these consolidated financial statements. 20172016 Cash provided by (used in)Operating activitiesNet earnings for the year$26,350$19,199 Adjustments for(Gain) loss on disposal of property, plantand equipment(174)397 Amortization of plant, equipment and intangible assets9,9269,708 Interest expense3,0783,575 Provision for income taxes7,8956,916 Net unrealized (gain) loss on derivative financial instruments(2,232)1,558 Post-employment benefits(677)(675)Deferred income(102)(404)Interest paid(3,101)(3,524)Income taxes paid(7,741)(6,658)33,22230,092 Change in non-cash working capital items related to operations (note 19)(7,658)(8,299)25,56421,793 Investing activitiesProceeds from disposal of property, plant and equipment17520 Purchase of property,plant andequipment(19,836)(10,401)Purchase of intangible assets(822)-(20,483)(10,381)

8 Financing activitiesIncrease in bank indebtedness2,9191,179 Drawingsof long-term debt3,000-Repayment of long-term debt(4,181)(4,088)Deferred financing costs(194)(96)Dividends paid(6,625)(6,153)Repurchase of Class A shares (note 15)-(2,254)(5,081)(11,412)Cash -Beginning and end of year$- $- Supplementary informationProperty, plant and equipment and intangible assets acquired that wereunpaid in cash and included in accounts payable and accrued liabilities1,1962,458 ANDREW PELLER LIMITED Notes to consolidated Financial Statements March 31, 2017 and 2016 (in thousands of Canadian dollars, except per share amounts) (1)1 Nature of operations ANDREW PELLER LIMITED (the Company) produces and markets wine and wine related products. The Company s products are produced and sold predominantly in Canada. The Company is incorporated under the Canada Business Corporations Act and is domiciled in Canada.

9 The address of its head office is 697 South Service Road, Grimsby, Ontario, L3M 4E8. 2 Summary of significant accounting policies Basis of presentation These consolidated financial statements have been prepared in compliance with International Financial Reporting Standards (IFRS) as issued by the International Accounting Standards Board (IASB). These consolidated financial statements were approved by the Board of Directors for issue on June 7, 2017 . Basis of measurement The consolidated financial statements have been prepared under the historical cost convention, except for derivatives, which are measured at fair value, and biological assets, which are measured at fair value less costs to sell. Basis of consolidation These consolidated financial statements include the accounts of the Company and all subsidiary companies. Subsidiaries are those entities the Company controls by having the power to govern their financial and operating policies.

10 Subsidiaries are fully consolidated from the date on which control is obtained by the Company and are de- consolidated from the date control ceases. Intercompany transactions, balances, income and expenses, and profits and losses are eliminated. Foreign currency translation The consolidated financial statements are presented in Canadian dollars, which is the Company s functional currency. Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of foreign currency transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in currencies other than the Company s functional currency are recognized in the consolidated statements of earnings.