Bapcor : Appendix 4D and Half Yearly Report

Bapcor Limited

Appendix 4D

Half-year report

1. Company details

personal*** Net profit after tax attributable to the members of Bapcor Limited.

* The directors believe the presentation of non-IFRS financial measures are useful for the users of the financial report as they provide additional and relevant information that reflect the underlying financial performance of the business. Non-IFRS financial measures contained within this report are not subject to audit or review. Refer to the directors' report for further details.

** Pro-forma results include adjustments from statutory results for transition costs associated with the new Distribution Centre at

Tullamarine, Victoria of $2.9M after tax. Refer to reconciliations provided in the directors' report.

Revenue in H1 FY22 increased by 1.9% compared to H1 FY21. Pro-forma earnings before interest, taxes, depreciation and amortisation ('EBITDA') and pro-forma net profit after tax ('NPAT') in H1 FY22 decreased by 5.8% and 13.7%

r spectively compared to H1 FY21. Bapcor has had a solid start to FY22, in light of the prolonged lockdowns

xp rienced in the half, demonstrating the resilience of Bapcor's businesses and its exposure to non-discretionary urchasing.

Pro-forma earnings per share for H1 FY22 was 17.87 cents per share, down 13.7% compared to H1.

ForDu ing the half, Bapcor successfully refinanced its $270M three year debt facilities and has continued access to a total debt facility of $520M. Pro-forma net debt at 31 December 2021 was $203M representing a leverage ratio of approximately 1.0X (pro-forma net debt : last twelve months pro-forma EBITDA1). The level of debt represents an increase of $38.9M compared to 30 June 2021 and reflects the significant investment in inventory during the period to mitigate the ongoing challenges of product availability (from global supplier and shipping constraints).

or a further explanation of the results above, refer to the Company's ASX/Media Announcement for the half-year ended 31 December 2021 and the accompanying directors' report.

• Pro-formanet debt is calculated as statutory net debt excluding the impact of lease liabilities and adjusting for the net derivative financial instruments position. Pro-forma EBITDA excludes any impact of AASB16. This approach is consistent with banking covenant

requirements. Refer to note 14 of the half-year financial report for a reconciliation between statutory and pro-forma net debt.

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use4. Dividend reinvestment plans

Bapcor operates a Dividend Reinvestment Plan ('DRP'), which provides shareholders with the opportunity to utilise all or part of their dividends to purchase shares in the Company. Given the financial strength of Bapcor, the Board decided to, in accordance with the DRP rules, continue to suspend the DRP for the 2022 interim dividend.

personal6. Attachments

5. Net tangible assets

A large proportion of the consolidated entity's assets are intangible in nature, consisting of goodwill, customer contracts a d trademarks acquired on business combination as well as software. These assets as well as any deferred taxes, right-of-use assets and lease liabilities are excluded from the calculation of net tangible assets per share.

The Financial Report of Bapcor Limited for the half-year ended 31 December 2021 is attached. For

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The financial statements cover Bapcor Limited as a consolidated entity consisting of Bapcor Limited and the entities it usecontrolled at the end of, or during, the half-year. The financial statements are presented in Australian dollars, which is

Bapcor Limited's functional and presentation currency.

Bapcor Limited is a listed public company limited by shares, incorporated and domiciled in Australia. Its registered office and principal place of business is 127-139 Link Road, Melbourne Airport VIC 3045 Australia.

A description of the nature of the consolidated entity's operations and its principal activities are included in the Directors' Report, which is not part of the financial statements.

personalThe financial statements were authorised for issue, in accordance with a resolution of directors, on 9 February 2022. The directors have the power to amend and reissue the financial statements.

For

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Bapcor Limited Directors' report 31 December 2021

The directors present their report, together with the financial statements, on the consolidated entity (referred to hereafter as the 'consolidated entity') consisting of Bapcor Limited (referred to hereafter as the 'company' or 'parent entity') and the entities it controlled at the end of, or during, the half-year ended 31 December 2021 ('H1 FY22').

onlyDirectors

The following persons were directors of Bapcor Limited during the whole of the financial half-year and up to the date of this report, unless otherwise stated:

Margaret Haseltine

Darryl Abotomey Therese Ryan

useJ nnifer Macdonald James Todd Mark Powell

Principal activities

The principal activities of Bapcor were the sale and distribution of vehicle parts, accessories, automotive equipment,

service and solutions.

personalB pcor is one of the largest suppliers of vehicle parts, accessories, equipment, service and solutions in Asia Pacific with n operational network covering c. 1,100 locations and employing c. 5,000 team members.

Significant changes in the state of affairs

On 6 December 2021, it was announced on the Australian Stock Exchange ('ASX') that the Managing Director and Chief Executive Officer ('CEO'), Darryl Abotomey, would retire. Chief Financial Officer ('CFO'), Noel Meehan, was appointed acting CEO and Bapcor Chair, Margaret Haseltine, was appointed as Executive Chair whilst a replacement CEO was being identified. Following an extensive global search, on 8 February 2022, it was announced on the ASX that the Bapcor Board had formally appointed Noel Meehan as Bapcor's CEO (effective 8 February 2022).

On 8 February 2022, it was also announced that the Bapcor Board had appointed Mark Bernhard as non-executive dir ctor of Bapcor (effective 1 March 2022).

There were no other significant changes in the state of affairs of the consolidated entity during the financial half-year.

Review of operations

ForBapcor achieved revenue growth in H1 FY22, despite facing restrictions, lockdowns and associated labour and supply chain issues relating to the Covid pandemic for the majority of the half-year across all geographical regions. These impacts were experienced by the Bapcor Retail and Bapcor New Zealand segments in particular.

During H1 FY22, Bapcor has transitioned three of the largest Victorian warehouses (Nunawading, Derrimut and Preston) into the consolidated Victorian Distribution Centre based in Tullamarine. Not unexpectedly, this transition has experienced normal start up issues (which are in the process of being rectified) that were not helped by the Covid related supply chain disruptions.

While profitability was down compared to the exceptional H1 FY21 period, the results show significant growth compared to H1 FY20 and pro-forma net profit after tax for H1 FY22 is in line with achieving our full year guidance provided at the October 2021 Annual General Meeting.

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