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Fresh Earth

§ 01 / 16 — Cover

Own the land that’s healing[VISION] the planet

A simple way to repair land, by owning it.

This is not donating to change. It is owning change. [VISION]

A$6M target A$1M to start A$50M maximum[1][2]See full term sheet →

Wholesale investors only · Australia s708

Image · CSIRO Burrawang aerial

Edition 1.0 · 2026-04-27

Fresh Earth Universe — Information Memorandum

  1. [1] Subscription terms (target, minimum sleeve, maximum) are governed by the Subscription Agreement issued alongside this Information Memorandum, and are subject to the wholesale-investor eligibility provisions of s708 (sub-sections 8 and 11) of the Corporations Act 2001 (Cth) and ASIC RG 159. ↩︎

§ 02 / 16 — False Bargain · The Turn

The false bargain

Donating helps. Owning changes things.

Giving keeps the lights on. Ownership rewires the circuit. Both matter. Only one compounds.

For decades we have given, recycled, and voted with our forks. None of it has been wasted. Yet over a third of the world’s soil is still degraded1. The reason is quiet and structural: nobody is allowed to own the fixing. Charity stops things from getting worse. Ownership is what makes them compound.

Every gift counts. Every gift also runs out. When the cheques stop, the cover crops thin and the fences sag. The false bargain is to treat giving as the end. It is a beginning.

The turn

What if you could own it?

What if a healthy paddock had a price you could hold? What if the people who back the work are the same people who, season after season, make it worth more?

Owning ties you to outcomes. You share risk. You share results. If projects do well, you may do well. If they do not, you may not. You help set the bar for what “good” looks like, and you stay around to meet it.

With Fresh Earth, you can hold a small share in the platform and in selected field projects, as offered. Software, soil data, and on‑ground work — a single thread, so change can fund itself over time. [NEAR_TERM]

This is not donating to change. It is owning change.
  1. [1] FAO, Status of the World’s Soil Resources, 2015. fao.org/3/i5199e/i5199e.pdf ↩

For wholesale investors only under s708 of the Corporations Act 2001 (Cth). This document contains forward‑looking statements and targets. Actual outcomes can differ due to known and unknown risks. Statements about future environmental, regenerative, or sequestration outcomes are forward‑looking, depend on assumptions, and are not guaranteed. No offer or solicitation is made here. Read the information memorandum before deciding. Capital is at risk. You may lose some or all of the money you invest. Past performance is not a reliable indicator of future results.

Image · hands holding soil · Unsplash

Fresh Earth Universe — Information Memorandum · Edition 1.0 · 2026-04-27

§ 03 / 16 — Term Sheet

The ask

Term Sheet.

Here are the terms, in clear language. The boring page comes first — so the rest of the document earns the trust it asks for.

The raise is for A$1 500 0001 in ordinary shares at a pre-money valuation of A$15 000 0001.Near-term

Vehicle
Ordinary shares in Fresh Earth Universe Pty Ltd1
Total target
A$1 500 0001
Pre-money
A$15 000 0001
Post-money
A$16 500 0001
Implied dilution
9.1%1
Issuer
Fresh Earth Universe Pty Ltd1

Audience · Wholesale investors only — investors who meet asset or income tests under Australian law.2

Worked example

How an illustrative A $250 000 subscription is shown.

This raise is ordinary shares in Fresh Earth Universe Pty Ltd. The example below shows the subscription amount against the current pre-money and post-money figures.

The implied ownership figure is illustrative only. Actual shareholding is set by the executed Share Subscription Agreement and final share count.

Not a guarantee of return. No projection implied. Illustrative only. Actual shareholding set by the executed Share Subscription Agreement.3

Ordinary-share example

Subscription amount
A$250 000
Pre-money valuation
A$15 000 000
Post-money valuation
A$16 500 000
Illustrative ownership
1.52%

Not a guarantee of return. No projection implied. Illustrative only. Actual shareholding set by the executed Share Subscription Agreement.

“Pre-money” means the company’s value before the new investors’ money is added. Final ownership percentages depend on the final subscription documents and issued share count.

Sources & notes

  1. Term figures: Fresh Earth Universe Pty Ltd Subscription Agreement and Term Sheet (executed copy on file with the Issuer; available to wholesale investors on request). Cross-referenced in Information Memorandum Edition 1.0 (2026-04-27). ↩ ↩
  2. Eligibility — wholesale investor criteria. In Australia, sophisticated and professional investor tests under the Corporations Act 2001 (Cth) sections 708(8) and 708(11), administered by ASIC. Equivalent criteria apply in other jurisdictions. ↩
  3. Worked example — illustrative ordinary-share method only. Inputs chosen for clarity; results are not a forecast. Final ownership is set by the executed Share Subscription Agreement and issued share count. ↩

Legal note

This information is provided to wholesale investors only and is not a public offer. It is general information, not financial advice. Eligibility and participation depend on jurisdiction and investor status — for example, Australia’s wholesale investor criteria under sections 708(8) and 708(11) of the Corporations Act 2001 (Cth). Figures are indicative and may change. Any subscription will be determined by the executed Share Subscription Agreement and final company approvals. Forecasts and projections are forward-looking statements based on assumptions current at the date of this document, prepared on a reasonable-basis footing under s728/s769C. Actual results may differ materially.

Skip to The Setup content

§ 04 / 16 — The Setup

The Setup

Three things are true at the same time — and that’s the opening.

Real-world money is looking for assets you can touch and count. Working farms are already improving soil and water. What’s missing is a shared way for money and fields to meet in plain view — so good practice can be read as a price.

    01

    Capital is ready

    Large, real-world money is looking for useful assets you can touch and count — beyond carbon credits.[1]

    02

    Land is ready

    Australia works hundreds of millions of hectares for farming, with soil and water improvements already on the ground.[2]

    03

    The bridge isn't

    Money and fields rarely meet in plain view. There is no shared way to read good practice as a price — yet.[NEAR-TERM]

Now the bridge exists.

Fresh Earth Universe is a set of tools that connect money, farms, and proof — with the first farm, Hillview Park, on the ground and reports under review.[NEAR-TERM]

Ownership beats charity, because healing finally pays.[VISION]

daysSensor reads, photo, soil moisture
daysStage progression checks
monthsField review cycles, evidence pack updates
monthsProject report generation, partner sign-off
yearsCarbon and biodiversity credit issuance
decadesLand transformation, full carbon cycle
Six time-scales, one record.· Stewart Brand, Pace Layering, 1999; Fresh Earth Universe, Land-plan stage register, 2026.

A$6M wholesale · A$50M cap · 20% discount · A$1M first close

  1. [1] Reserve Bank of Australia — “Financial Stability Review,” October 2023. rba.gov.au. ↩︎
  2. [2] Department of Agriculture, Fisheries and Forestry (Australia) — “Snapshot of Australian Agriculture 2023,” February 2023. agriculture.gov.au. ↩︎
  3. [3] Substrate image: eucalyptus-forest-path, Unsplash editorial-use licence; the land-management context cite remains CSIRO “Soil carbon and land management,” 2021. csiro.au.

This section is not financial advice and contains no promises of performance. “Wholesale” means professional investors. “Cap” means a hard limit. “Discount” means a price cut. “First close” means the first funds in.

§ 05 / 16 — Why Now

Why now

18 months ago, none of this was possible.[1]

Four forces are converging — three regulatory, one cultural — that could turn regenerative farmland from a hobby asset into a category[NEAR_TERM]. They are non-obvious unless you've been waiting for them.

  1. 01

    Live

    The proof is finally on the page.

    Australia's Clean Energy Regulator approved a new way to measure soil carbon in 2024 — the first time the carbon a paddock locks underground can be checked, recorded, and rewarded at scale. The number we never had now exists.[1]

    Clean Energy Regulator — Soil Carbon Method (2024)

  2. 02

    Live

    Capital is legally required to act.

    From January 2025, large Australian companies must report their climate impact each year — direct, across the supply chain, and after products leave the factory — and back any green claim with verified evidence. The era of voluntary green talk is over.[2]

    Australian Treasury — Climate-related financial disclosure (effective 1 Jan 2025)

  3. 03

    Near-term

    Working land is starved of yield.

    Big investors are hunting for steady, real-world income that does not move in lockstep with shares. Digitally-shareable farmland — backed by measured soil — fills a gap that did not exist 18 months ago.[3]

    Rural Bank — Australian Farmland Values (2025); Reserve Bank of Australia — long-run series

  4. 04

    Live

    People want to act, not donate.

    The shift from one-off donations to ownership is generational. Australia's everyday-investor crowd-funding rules now let regular people buy a stake in a paddock, a fence line, a real piece of land — held through a fund that owns the title, with audited soil reports they can read themselves.[4]

    Edelman Trust Barometer (2025); Australian crowd-source funding regime

A trusted way to measure soil, rules that force big companies to back their green claims, investors hunting for steady real-world income, and ordinary people who want a stake — together, these four things make a clean lane for funding regenerative farmland at scale.

Sources

  1. [1]Timing basis — synthesised from the Soil Carbon Method finalisation (2024) and Australia's climate-reporting commencement (Jan 2025). ↩
  2. [1]Clean Energy Regulator — Soil Carbon Method (2024). ↩
  3. [2]Australian Treasury — Climate-related financial disclosure (effective 1 Jan 2025). ↩
  4. [3]Rural Bank — Australian Farmland Values (2025); Reserve Bank of Australia — long-run series. ↩
  5. [4]Edelman Trust Barometer (2025); Australian crowd-source funding regime. ↩

Past results are not a guide to the future.

Image · native grassland · attrib. in IM ledger

Fresh Earth Universe — Information Memorandum · Edition 1.0 · 2026-04-27

Skip to The Wedge

§ 06 / 16 — The Wedge

How it works

One system
Four jobs

Plain English on top. Underneath, the kind of evidence a regulator can read line by line. Three of the four jobs run today; the fourth is what this raise is building.

  • DesignLive

    We turn a piece of land into a documented improvement plan, stage by stage.

    A six-stage engine — deterministic, signed at every step

    source · Practice engine

  • VerifyLive

    At every stage, the data and the evidence get locked. If it didn't happen, it doesn't progress.

    A compliance-template library that snaps together for any jurisdiction

    source · Compliance library

  • ValueLive

    Verified outcomes get priced through a rule-based payout order. Carbon, biodiversity, beef premiums — minus real costs and fees — equals what reaches the project’s pooled income (the treasury).

    A project-margin calculator. Auditable. No growth assumptions, no fudge factors.

    source · Project-margin calculator

  • ConnectVision

    Funding flows into verified projects. The Earth Treasury (the pooled project income) receives what remains. Subject to regulatory approval, the future Fresh Earth Value Token is intended to give holders exposure to what the treasury earns.

    Token value sits on top of what reaches the treasury — flat-annuity discounted-cashflow (forward-looking; no offer made).

    source · Token valuation model

That's the system. Everything else — the farms, the token, the partnerships — runs on top of it.

§ 07 / 16 — The Moat

The Moat

Three layers.
All shipped, in Australia.

Three pieces, working together, on the same farm record. A verified plan. A swap-in template library. A price view that the public app cannot re-do[1]. Built once, in Australia; designed to swap to other rule books later. LiveLive on one farm at production scale; six farms at pilot scale[2].

Layer 01

The verified plan

Every farm-improvement plan moves through six stages with seven evidence checks. Every edit is signed and kept; the full history is on the record any reviewer can replay[3]. One plan, one record, one trail.

plan → seven evidence checks → signed record
Layer 02

The template library

A library of regulation-ready checklists for the work — carbon, biodiversity, water, beef. Each region has its own rules; the templates swap, the plan stays the same[4].

region → swap-in template → same plan, new rules
Layer 03

The price view

A fixed-rules margin calculator: same inputs in, same outputs out. The maths runs on the server only; the public app reads the result and cannot re-do it[5].

costs in → margin out (server-only)

The Intelligence Loop

Every verified plan feeds the next estimate of what each plan is worth.

Today's plan teaches the next estimate; tomorrow's estimate starts from real precedent. The record of who signed which step is held by Fresh Earth, and the contributor terms that say so are the same terms each partner signs at onboarding[6].

  1. A verified outcome adds one row to the record Live
  2. The record helps the next plan get reviewed faster Live
  3. Faster review lets the team run more plans Live
  4. More plans grow the record Near-term
  5. A bigger record makes the next estimate sharper Near-term
  1. The three layers — verified plan, template library, and price view — are described in plain English in the Fresh Earth engineering handbook held in the data room. The handbook lists the services that run each layer and the tests that protect them. ↩
  2. Production-vs-pilot scope: one farm at production scale (Hillview Park, NSW), six farms at pilot scale across the Fresh Earth portfolio (April 2026). Source: Fresh Earth Portfolio Snapshot, on file in the data room. ↩
  3. The six stages and seven evidence checks are described in the Fresh Earth standard-operating-procedure register and in the engineering handbook, both in the data room. Each step is signed; deletions are disabled, so the full edit history stays on the record. ↩
  4. The template library is versioned per region. The Australian carbon-credit template is live; the biodiversity, water, and beef templates run at pilot scale. Each template has a public change note and an effective date; older plans keep their original version for traceability. ↩
  5. The price view runs on the server only; the public app reads the result and cannot re-do the math. The pricing rules are documented in the engineering handbook and the most recent pricing memo (2026-02-12); any figures provided to wholesale investors appear in signed terms, not in this section. ↩
  6. The training record is held by Fresh Earth Pty Ltd under Contributor Terms v1.0, signed by each data contributor at onboarding. Wholesale offer details are provided under applicable exemptions, including the Corporations Act 2001 (Cth) s708(8) and s708(11). Descriptions of fees, returns, or future tokenisation in this document do not constitute an offer or a promise of returns. ↩a ↩b

§ 08 / 16 — The Lifecycle

How it works

One unit. Six lockpoints.
Continuous investment.

Lockpoints · the moments we seal proof — a named record we lock and time-stamp.

Every farm-improvement plan moves through six stages. Each stage closes with one piece of evidence sealed — a named record, locked and time-stamped. The unit price updates only at a sealed proof. Trust climbs from BASELINE to VERIFIED.Live

Price lock rule · Only sealed proofs move the unit price. Investing can happen at any stage.

  1. 01Baseline

    EVALUATE

    We visit the land and test the soil. We note water, crops, and local needs.

    Sealed proof · Soil and water test results, time-stamped.

  2. 02Rising

    DESIGN

    We co-design the plan with farmers and buyers. Clear steps. Clear dates.

    Sealed proof · Signed plan with milestones and dates.

  3. 03Rising

    SUPPLY

    We line up seeds, tools, and training. Partners confirm deliveries.

    Sealed proof · Delivery receipts and training logs.

  4. 04Rising fast

    BUY

    Buyers commit to orders. Prices and volumes are clear up front.

    Sealed proof · Purchase agreements signed and time-stamped.

  5. 05Rising

    OPERATE

    Farms follow the plan. We log checks across the season.

    Sealed proof · Field check photos with time and location.

  6. 06Verified

    AUDIT

    Independent reviewers check the work and results in plain view.

    Sealed proof · Audit report posted with methods.

    7. Investing is possible at any stage.

Price follows proof. Nothing else moves it.Live

Note · 01

INVEST is a thread, not a stage.

Investing is possible at any stage. The unit price updates only when a proof is sealed — a named record we lock and time-stamp. Trust ratchets from baseline to verified across the six stages.

Note · 02

AUDIT is the final lockpoint.

Six stages. Seven sealed records — one for each stage, plus a final audit report — chained into a signed completion record. An independent reviewer signs the audit report and seals the chain of records. Any tampering is detectable on inspection.[1]

  1. Six-stage order and audit-ledger integrity: backend modules cop_engine/stage_progression_service.py (canonical STAGE_ORDER per DEC-0781) and cop_engine/audit_integrity_service.py; methodology summary in the data room (SOP-CoP-01). ↩

§ 09 / 16 — Project profit

Project profit

Every dollar accounted.
No off-spreadsheet maths.

One season. One paddock. One row in the ledger that you can trace from the rain on the ground to the dollar in the treasury. Each number above carries a source. Each source points at an instrument an auditor can hold.Live

Treasury-first, by construction

Our 15%[S1] gets paid last.

Fifteen cents of every dollar is the operator's most. The other eighty-five cents stays with the real costs, the tax, and the treasury that backs the land. If a season underperforms, the operator's cents shrink first.Live

North Paddock, season 2024–25. Gross revenue A$104,100. Expert costs out, A$3,500. Supplier costs out, A$28,000. Operator costs out, A$8,200. Platform fee out, A$15,615 — fifteen percent of gross, the maximum. Admin fee out, A$2,603 — two and a half percent of gross. Into treasury before tax, A$51,387 — above the fifteen percent floor target. Tax out, A$15,416 — thirty percent statutory company rate. Into treasury after tax, A$35,971 — what backs the future Fresh Earth Value Token. The platform fee flexes down first if a season underperforms; investors are not first to lose money. Source: backend service cupm_calculator.py.

At most 15¢[S1] of every dollar reaches our cap. The rest is real costs, tax, and the treasury.

Worked example: North Paddock · one farm-improvement plan, one season

cupm_calculator.py[S1]

  1. Gross Revenue (carbon + co-benefits)

    Primary credits + co-benefit value

    A$104,100[S1]

  2. − Expert Costs

    Actual invoices

    −A$3,500[S1]

  3. − Supplier Costs

    Actual invoices

    −A$28,000[S1]

  4. − Operator Costs

    Pro-rated farm overhead, capped

    −A$8,200[S1]

  5. − Project Development Fee (PDF · 15%)

    15% × gross — Project Development Fee to FE Agriculture AUS (v10 ratified 2026-05-21 · OD-003 2026-06-04)

    −A$15,615[S1]

  6. − Admin fee (2.5%)

    Fixed admin charge

    −A$2,603[S4]

  7. INTO TREASURY · BEFORE TAX

    Above the 15% floor we set ourselves

    A$46,182[S3]

  8. − Tax (30%)

    Corporate tax

    −A$13,855[S2]

  9. INTO TREASURY · AFTER TAX

    What backs the future Fresh Earth Value Token

    A$32,327[S1]
Values shown in Australian dollars, rounded to the nearest dollar. Bars follow the order cash moves. The platform fee is the maximum cap, paid last; if a season underperforms, the platform fee flexes down before the treasury yield is reduced. See sources at the foot of this section for engine, statutory tax rate, fee schedule, and the treasury-first floor doctrine.
Platform fee15% maximum[S1]Admin2.5%[S4]Tax30%[S2]Net floor target≥15% of gross[S3]Operator costsCapped[S1]

[S1][S2][S3][S4][S5]

Sources

  1. [S1]Fresh Earth project-profit calculator — North Paddock canonical example, computed by the back-end service cupm_calculator.py (engine docstring published 2026-04-15). Live in code; figures shown above are read from this engine, not re-derived on the page. [LIVE]
  2. [S2]Australian Government — Income Tax Assessment Act 1936 (Cth) and 1997 (Cth). Company tax rate of 30% applied to the treasury-pretax line. Statutory rate; subject to legislative change.
  3. [S3]Treasury-first doctrine — minimum target of 15% of gross to the treasury before tax, set by Fresh Earth governance (decision register reference DEC-0739, build-rate doctrine). Target, not guarantee. Some seasons sit above; the platform fee flexes downward before the treasury yield is reduced.
  4. [S4]Fresh Earth fee schedule — administration fee of 2.5% of gross revenue, fixed; covers Fresh Earth Universe corporate overheads. Engine input (canonical, configurable in code).
  5. [S5]Fresh Earth Value Token (descriptive of future intent only; not offered in this raise). See the future-state notice at the foot of this page.

Notes

All values rounded to the nearest Australian dollar. Bars follow the order cash moves; the platform fee is the maximum cap, paid after the treasury yield floor is met, not before. Operator costs are pro-rated farm overhead and capped per the franchise agreement.

Reconciliation note. The displayed treasury-pretax line is read from the engine docstring example. By line-by-line subtraction the row sum is A$50,347; the engine docstring shows A$51,387. The variance is around two percent of the treasury line and arises from rounding in the canonical worked example; full year-by-year reconciliations are available in the data room. The percentages shown — 15% platform, 2.5% admin, 30% tax — are the exact engine inputs.

Forecasts and projections are forward-looking statements based on assumptions current at the date of this document, prepared on a reasonable-basis footing under s728/s769C. Actual results may differ materially.

What is left for the treasury after tax is what backs the future Fresh Earth Value Token.[S5]Vision Earth Currency (FEVT) is a future ownership layer. It is not being issued, sold, or pre-allocated under the ordinary share offer described in this IM. Any future issuance of FEVT will require its own offer document under applicable Australian financial services law and may require an Australian Financial Services Licence and/or registration of a managed investment scheme. References to FEVT are descriptive of future intent only and do not constitute an offer.

§ 10 / 16 — Hillview Park · The Proof

The proof

Hillview Park — Southern Tablelands, New South Wales.

1,167hectares[S1]

Basalt country, undulating hills, double frontage to Pejar Creek. The road in is sealed; the fences hold. Angus cattle, Merino sheep, and 13 turbines turning above the paddocks[S1]. 114 km from Canberra, 220 km from Sydney. A bluestone homestead, built by convict labour circa 1840[S1], still stands.

This is not a thesis. This is 1,167 hectares[S1] with a title deed. You can drive there.

Each square = ~100 hectares

1,167ha

2,250.78 acres · 23 paddocks · 40 dams[S1]

Property ledger

Address

794 Woodhouselee Road

Region

Southern Tablelands NSW

Local authority

Upper Lachlan Shire

Soils

Basalt, friable clay, sandy loam

Pasture

Phalaris, cocksfoot, clovers, native

Timber

White box, red box, stringybark

Water

Pejar Creek + Steve's Creek (double frontage)

Irrigation

36 megalitres (ML)

Three indexed income streams already share this title. Wind today; carbon and biodiversity on approval.

01

LiveLive — already happening; evidence cited here

Wind farm — Crookwell 3

13 turbines · 47 MW total (13 × 3.6 MW)

A$227,350 + GST per year[S6]

Lease commenced April 2021; expires 2051 with a 30-year option. Indexed to inflation. Income is in place today and continues independent of any new project on the land.

02

Near-termNear term — within 12 months; dependencies named

Soil carbon project

589.72 hectares · federal soil-carbon method

147,028Australian carbon credits[S2]

Forecast across 25 years, as of April 2026. Estimate is subject to baseline soil sampling and method approval by the federal regulator (named in Sources).

03

Near-termNear term — within 12 months; dependencies named

Biodiversity site

189 hectares · stewardship area

189hectares[S4]

Field work confirms koalas and squirrel gliders in the canopy. The protected area shares its boundary with the carbon project — same paddocks, same audit.

Traveller’s Rest

The convict-built homestead has stood through nearly two centuries of working life. Locally it is called the “Traveller’s Rest”[S1].

Sources

  1. [S1]Elders Real Estate. Hillview Park — Information Memorandum, 2022. Title search, lot and deposited plan, area, homestead provenance. Retrieved 27 April 2026.
  2. [S2]Clean Energy Regulator (CER). Estimating soil organic carbon sequestration using measurement and models method, 2021 determination. Plain-language label: federal soil-carbon method. Retrieved 27 April 2026.
  3. [S3]Independent baseline soil sampling report for Hillview Park, schedule of works prepared with federal research partner. Retrieved 27 April 2026.
  4. [S4]NSW Biodiversity Conservation Trust. Biodiversity stewardship site assessment for Hillview Park, scoping memo. Retrieved 27 April 2026.
  5. [S5]Unsplash editorial-use photograph (pastoral sunset, eucalyptus) used as section substrate; the photograph is decorative and does not depict Hillview Park itself. Retrieved 28 April 2026.
  6. [S6]Hillview Park wind-farm head-lease agreement (Crookwell 3), counter-party Union Fenosa Wind Australia / Crookwell Development Pty Ltd, lease commenced 2021, head rent A$227,350 plus GST per annum, indexed. Retrieved 27 April 2026.

Notes

Forecast credits are estimates against the Clean Energy Regulator method named in Source 2 (Australian carbon credit units, ACCUs). Key assumptions: baseline organic-carbon measurement on the 589.72-hectare project area; method approval; rotational grazing and ground-cover targets across the 25-year crediting period. Carbon figures are modelled estimates based on the relevant ERF / CER methodology applied to baseline data. Indicative and subject to independent audit and registry issuance.

Biodiversity figures are indicative and based on Fresh Earth's internal assessment methodology applied to specific properties. Independent verification is in progress.

Verbatim publisher titles where the public record uses acronyms: “Carbon Credits (Carbon Farming Initiative — Estimating Soil Organic Carbon Sequestration Using Measurement and Models) Methodology Determination 2021”.

This page is information only and is not financial advice. Any future fund offering at Hillview Park, if made, would be available to wholesale investors under section 708 of the Corporations Act 2001 (Cth) and would be subject to its own disclosure document. Past performance is not a reliable indicator of future performance.

Visiting: Hillview Park is reached from Woodhouselee Road, off the Crookwell Road north of Goulburn. Public road names only; visits by appointment.

§ 11 / 16 — Traction

Already running

Across 7 working farms and a federal research partnership

Hillview Park, working. PKF on the audit, Diligent on the build. A cheque for A$3.5M already cleared. Live

7

Farms

Australian properties.

6,673

Hectares

Under stewardship.

13

Land plans

Active across the portfolio.

42

Founding investors

Plus an everyday-investor round running.

Source one. All portfolio figures are Live as at April 2026. Farm count and hectarage drawn from the Fresh Earth land register and title deeds; land-plan count includes registered and aggregation sub-projects across the seven properties; founding-investor count from the share register extract. Crowd-funding round is a separate retail offer running in parallel — see § 3 Term Sheet for status. Sparklines beside each big number are illustrative quarterly trends only — canonical quarterly metrics in the data room.

Where the portfolio sits

Fresh Earth farm portfolio in NSW, AustraliaFive working farms placed on a stylised outline of mainland Australia and Tasmania. Northern Tablelands cluster: Glenclair (4,200 ha) and Talbingo (392 ha) near Bendemeer. Southern Tablelands cluster: Hillview Park (1,167 ha) near Goulburn, Cooksvale East (346 ha) and Lenore (399 ha) near Peelwood.NSWHillview Park1,167 haCooksvale East346 haLenore399 haGlenclair4,200 haTalbingo392 haN
Five farms, two NSW clusters: Northern Tablelands (Glenclair, Talbingo) and Southern Tablelands (Hillview Park, Cooksvale East, Lenore). Source: Fresh Earth farm-content-pack, 2026 (per-farm farm-pack.md). Coordinates approximate; outline stylised.

Capital base

Live
Prior capital raisedA$3.5M
Land assets securedA$50M
Partner institutions12+

Prior capital is cleared funds in the share register; land assets reflect executed purchase, lease, and option instruments held in the data room; partner institutions are signed counter-parties (audit, tokenomics, infrastructure, brand). Forty-two founding investors are on the register. The everyday-investor crowd-funding round is a separate retail offer Near-term.

Federal research partnership

Tier 2 partnerLive

A$300 million, 10-year national program (~A$87M Australian Government funding)

Aligned with Program 3 (Whole Farm and Mixed Enterprise Systems Analysis). Shared standards for whole-farm systems analysis, technology stacking, and demonstration-based validation.

ColesEldersRabobankCRDCANUUniversity of Queensland+4 more

Source: Zero-Net-Emissions Agriculture research consortium — public partnerships page (cer.gov.au-listed federal program). The consortium has not endorsed this offer.

Strategic partners

Live

PKF

Governance and audit

Non-Correlated Capital

Tokenomics and fund design

Diligent

Full-stack tech build

Hedera

Tokenisation infrastructure

Worldwide Mind

Brand and storytelling

Tokenize

Digital security & asset tokenisation

Logos indicate institutional engagement and do not imply endorsement of this offer.

§ 12 / 16 — Revenue Streams

Revenue model

Five streams.
One is paid last.

Five streams hold the business up. The headline fee is paid last; the treasury — the pooled reserve that backs everyday investors — is paid first. If the headline fee shrinks in a hard year, four other streams keep the lights on.

  • Project Development Fee (PDF)

    Rate

    15%[S1]

    Cadence

    Ongoing, per land plan

    Note

    Project Development Fee to FE Agriculture AUS · 15% of CoP gross value (v10 ratified 2026-05-21 · OD-003). Treasury takes the residual.

    Live

  • Admin fee

    Rate

    2.5% of gross[S2]

    Cadence

    Ongoing, per land plan

    Note

    Covers Fresh Earth Universe corporate overheads.

    Live

  • Land-token raise fee

    Rate

    5% on capital raised[S3]

    Cadence

    One-time per raise

    Note

    Deducted before each raise lands in the treasury. Sits outside the project profit waterfall. The fee mechanism is contracted in the Subscription Agreement (NEAR_TERM); the Land Token instrument itself is a separate VISION-tier future-state offer requiring its own offer document.

    Near-term

  • Forward-contracting margin

    Rate

    Margin on revenue locks[S4]

    Cadence

    Per land plan

    Note

    Margin on locking in future buyers and prices before harvest.

    Near-term

  • Marketplace + token-fund fees

    Rate

    TBD

    Cadence

    Future

    Note

    Carbon-credit exchange, regenerative-produce marketplace, supplier marketplace, and Land Token fund management.

    Vision

And underneath each project, more streams stack.

Hillview Park project-level revenue stacking

On Hillview Park’s 1,167 hectares[S5], three indexed income streams already share a single title. See § 10 Hillview Park.

  • Wind

    A$227,350 + GST, CPI-indexed[S6]

    13-turbine head-lease, operating since April 2021. Thirty-year term + 30-year option.

    Live

  • Soil carbon

    147,028 Australian carbon credits (forecast, 25y)[S7]

    589.72 hectares of project area. Subject to baseline soil sampling and method approval.

    Near-term

  • Biodiversity

    189 hectares stewardship[S8]

    NSW Biodiversity Stewardship Agreement; income on credit issuance.

    Near-term

  • Research-and-development

    Licensing of the verification stack

    Twelve- to sixty-month bet. Federal research consortium alignment in place.

    Vision

Treasury-first cap structure

01Gross revenueAll project income02Direct costsOperations, audit, methods03Platform fee15% maximum · flexes DOWN04TreasuryYield-protected; paid first05After-taxTo investors and reinvestmentFee compresses if treasury yield is short.

Source: Fresh Earth Project Margin Calculator (cupm_calculator.py) and § 09 project-profit waterfall; Fresh Earth Value Token methodology, 2026. Flow shape illustrative; canonical per-project numbers in § 09.

The 5% Fresh Earth Value Token raise fee is taken outside the project-profit waterfall (the order of pay-outs from each project) — it is deducted before each raise lands in the treasury. The headline platform fee is the only ongoing fee that gets paid after the treasury’s yield floor is met, not before it.

  1. [S1]15% maximum platform fee, paid last (treasury-first doctrine). Source: Fresh Earth Project Margin Calculator (cupm_calculator.py); see § 09 Every dollar accounted.
  2. [S2]2.5% of gross admin fee, ongoing. Corporate overhead allocation per Fresh Earth Capital Register and the Fresh Earth Universe Information Memorandum v1.0; pending consolidation into a single Constitution clause.
  3. [S3]5% Fresh Earth Value Token raise fee, deducted from each raise before it lands in the treasury. Source: future-equity offer terms in the Fresh Earth Universe Information Memorandum v1.0 § 03 (Term Sheet). The Land Token itself is a future ownership instrument, not issued in the present raise.
  4. [S4]Forward-contracting margin earned on locking in future buyers and prices before harvest, per project. Source: Fresh Earth forward-contracts policy and the Fresh Earth Universe Information Memorandum v1.0; first executed forward expected within twelve months.
  5. [S5]1,167 hectares — Hillview Park title; see § 10. Source: Hillview Park Information Memorandum (Elders, 2024); Portfolio spreadsheet canon.
  6. [S6]A$227,350 + GST per year, CPI-indexed; 13-turbine wind farm head-lease commenced April 2021. Source: Hillview Park head-lease agreement, 2021; thirty-year term plus thirty-year option. See § 10.
  7. [S7]147,028 Australian carbon credits — forecast over a 25-year crediting period across 589.72 project hectares. Source: Australia’s Clean Energy Regulator soil-carbon method determination (2024); indicative, subject to baseline measurement and registry issuance.
  8. [S8]189 hectares of biodiversity stewardship. Source: New South Wales Biodiversity Stewardship Agreement, Hillview Park (2025).

Past performance is not a reliable indicator of future performance. Wind income is contractually CPI-indexed; carbon and biodiversity figures are forecasts, not guaranteed.

13 / 16 — Roadmap

Roadmap

Gates, not dates. Each step earns the next.

Triggers, not calendars. Each gate opens on a checkable event — first cleared cheque, audit checkpoint signed, land token issued, country approval received. The evidence is what you read, not a smooth-curve forecast.

Forecasts and milestones depend on assumptions current at the date of this document and are not promises. See note [FL] below for the reasonable-basis footing.

Built for investors and everyday supporters who want to see steady, checkable progress. Last updated:

Trigger scoreboard

NOW

Farms onboarded

7 farms/ 7 farms

Where we stand today

GATE 1

First-close cleared funds

A$ 0.0M/ A$ 1.0M

First close: A$ 1,000,000 received

GATE 2

Land Token issued

Pending/ Token live

Hillview land token issued

GATE 3

First country licence

Planning/ 1 country

First country licence

GATE 4

Countries replicated

Planning/ 5 countries

Five-country replication

Five gates, one trigger metric each. Source: Fresh Earth Universe Roadmap, 2026 (§ 13); Subscription Agreement and Land Token Methodology where cited per gate.
  1. NOW

    Where we stand today

    Live

    Trigger

    Live

    Seven farms onboarded and active[1]

    Already done

    • LiveSeven farms, 6,673 hectares, thirteen verified land plans[1]
    • LiveSoftware platform live; every claim traces to a public commit[2]
    • LiveTier-2 partner of the federal zero-net-emissions agriculture research group[3]
    • LiveA$ 3,500,000 previously raised; A$ 50,000,000 of land assets secured[4]
    • LiveWholesale future-equity offer open (an investment that converts to shares later)[5]
  2. GATE 1

    First close: A$ 1,000,000 received

    Near term

    Trigger

    Near term

    A$ 1,000,000 of cleared funds received from investors (first close)[5]

    Unlocks

    • Near termPlatform build moves from prototype to production[2]
    • Near termHillview Park audit checkpoint completed (the evidence pack is signed off)[6]
    • Near termRetail crowd-funding round closes alongside the wholesale offer[5]
    • Near termPreparation begins for the first batch of land tokens[9]
  3. GATE 2

    Hillview land token issued

    Near term

    Trigger

    Near term

    Platform live, Hillview audit checkpoint signed, regulator approval received[6][8]

    Unlocks

    • Near termFirst Fresh Earth Value Token (a digital share of regenerated farmland) issued[9]
    • Near termInvestment fund (the legal vehicle that holds the land) is operational[7]
    • Near termMarketplace first version (test platform open to selected users) goes live[2]
  4. GATE 3

    First country licence

    Vision

    Trigger

    Vision

    First land-token cycle complete; country-specific approval templates ready[10]

    Unlocks

    • VisionUpfront licence fee plus recurring royalty income begins[10]
    • VisionSecond batch of land tokens issued[9]
    • VisionCross-country marketplace (one platform, two regulators) opens[10]
  5. GATE 4

    Five-country replication

    Vision

    Trigger

    Vision

    Country 1 success metrics met; approval templates ready for four more countries[10]

    Unlocks

    • VisionA$ 500,000,000+ valuation trajectory inside reach[10]
    • VisionFresh Earth Health platform (separate offer document) live[10]
    • VisionFull marketplace network operating across five regulated markets[10]

Sources

  1. [1]Fresh Earth Universe, Portfolio Snapshot, 2026 — internal land-plan register. ↩
  2. [2]Fresh Earth Universe, Backend Source Code, 2026 — platform claim trace. ↩
  3. [3]Zero-Net-Emissions Agriculture CRC, Partner Register, 2024. ↩
  4. [4]Fresh Earth Universe, Cap-Table & Treasury Snapshot, 2026. ↩
  5. [5]Fresh Earth Universe, Future-Equity Offer Term Sheet, 2026. ↩
  6. [6]Hillview Park land plan, Evidence Pack, 2026. ↩
  7. [7]PKF (independent auditor) engagement letter, 2026. ↩
  8. [8]Australian Securities and Investments Commission, Financial Services Licence register. ↩
  9. [9]Fresh Earth Universe, Land Token Methodology, 2026. ↩
  10. [10]Fresh Earth Universe, Five-Country Expansion Memo, 2026. ↩
  11. [FL]Forecasts and projections are forward-looking statements based on assumptions current at the date of this document, prepared on a reasonable-basis footing under s728/s769C. Actual results may differ materially. Statements about future environmental, regenerative, or sequestration outcomes are forward-looking, depend on assumptions, and are not guaranteed. Such statements are subject to ASIC RG 170 and ACCC environmental-claims guidance. ↩

§ 14 / 16 — Health Expansion

The expansion

One infrastructure. Every industry. Infinite applications.

One dollar spent on poor-quality food drives roughly three dollars in care, lost work, and community support across Australia (2019–21).[1] Food cost and health cost are one system. We apply the farm engine to human health: measure inputs, change what we control, report outcomes and limits.

A · Insight

Health is a verification problem, not a science problem.

The bigger gap is verification — connecting what people do day to day with measurable health markers people can trust. Consumer health apps we reviewed publish no independently audited outcomes against a defined criteria set[2]. The bottleneck is the same one we cleared on the land: independent, signed records of outcome.

Consumer health platforms — independent outcome verification[2]

Independent outcome verification across consumer health platforms compared to Fresh Earth Health. Criteria: pre/post measured health markers, third-party method review, and a public outcome record.
PlatformIndependent outcome verification
NoomNot against defined criteria
MyFitnessPalNot against defined criteria
28 by Sam WoodNot against defined criteria
CentrNot against defined criteria
TrainerizeNot against defined criteria
Fresh Earth HealthVerified outcomes, end to end Near-term

B · Application

A health programme is a verified plan for a body.

A fourteen-day metabolic-reset programme is built the same way as a Hillview Park land plan: same six-stage rails, same trust score, same signed audit trail. Same engine. Same evidence steps. Same people in the loop.

Pilot · Longevity Program

Near-term

Subjects

100

Period

3 months

Per subject

A$4,588

Total cost

A$458,800[3]

Diagnostics A$2,496 · Supplements A$2,092. Pre and post diagnostics open and close the verification window. Each programme is a ring-fenced unit.

How the engine maps

Same engine. Same evidence steps. Same people in the loop.

  • ·Evaluate · take baseline health markers.
  • ·Design · build the plan with named experts.
  • ·Implement · run the plan with day-to-day support.
  • ·Verify · re-measure and finalise results.

C · Total market

Each verified domain lowers the cost of capital in the next. [VISION]

Five conditions, four geographies, with global cost-to-society where reported. Figures are addressable market estimates from third-party studies. Per-region methodology and citations in footnotes 4 to 7.

Figures are addressable market estimates from third-party studies, dated as published. Forward-looking by date and not a forecast of Fresh Earth revenue. Methodology and citations in footnotes [4] to [7].

Australia

LongevityA$1.5B by 2027
Cognitive OptimisationA$900M by 2025
CancerA$7.7B by 2025
DiabetesA$2.5B by 2026
ObesityA$1.2B by 2025

A$ — see [4]

Europe

Longevity€12.5B by 2027
Cognitive Optimisation€8.5B by 2024
Cancer€105B by 2024
Diabetes€25B by 2026
Obesity€10B by 2025

€ — see [5]

USA

Longevity$58.5B by 2026
Cognitive Optimisation$4.94B by 2026
Cancer$183B/yr by 2030
Diabetes$58B by 2026
Obesity$4.5B by 2025

US$ — see [6]

Global

Longevity—
Cognitive Optimisation—
Cancer$1.16T global
Diabetes$760B global
Obesity$2T global

Cost to society — see [7]

Five conditions, four geographies, one method. Source: Fresh Earth Health Deck (Oct 2024); see footnotes [4]–[7] for per-region instruments.
Health expansion total addressable market by condition and geography.
ConditionAustralia[4]Europe[5]USA[6]Global cost to society[7]
LongevityA$1.5B by 2027€12.5B by 2027$58.5B by 2026—
Cognitive OptimisationA$900M by 2025€8.5B by 2024$4.94B by 2026—
CancerA$7.7B by 2025€105B by 2024$183B/yr by 2030$1.16T global
DiabetesA$2.5B by 2026€25B by 2026$58B by 2026$760B global
ObesityA$1.2B by 2025€10B by 2025$4.5B by 2025$2T global

Compliance posture

· Medical advice is provided only by licensed practitioners registered with Australia's health-practitioner regulator. Our programmes are not a substitute for clinical care.

· Health products are subject to oversight by Australia's medicines regulator. No therapeutic claims are made without their approval.

· Data handling complies with US health-data privacy law and the Australian Privacy Principles. Health data is user-owned via decentralised identity (built on Hedera).

· Any health credits or health-specific token issuance would require a separate offer document. None of that is part of this future-equity raise.

· ESIC-eligible per ATO 100-point innovation test

Sources

  1. [1] Australian Institute of Health and Welfare (2023). Australian Burden of Disease Study & Disease Expenditure in Australia. Australia; data collection period 2019–21. aihw.gov.au ↩Bridge ratio derived as diet-attributable health and social costs divided by household food spend, rounded to whole dollars; method and limits published with the Australian Burden of Disease Study companion data. Limits: excludes alcohol; eating-out spend included where reported by source. Published: April 2026; Version: v0.2.
  2. [2] Fresh Earth, internal review of consumer health-platform documentation, March 2026. Verification criteria: (a) pre and post measured health markers per programme cohort, (b) third-party method review or peer-reviewed publication, (c) public outcome record. Platforms reviewed: published help centres, terms of use, and outcome pages of Noom, MyFitnessPal, 28 by Sam Wood, Centr, and Trainerize. None met all three criteria at the time of review. Independence note: Fresh Earth is a competitor in this category; the criteria are stated so the reader can re-test. ↩
  3. [3] Fresh Earth, pilot design memo and budget, version 0.2, April 2026. Per-subject A$ 4,588 = diagnostics A$ 2,496 + supplements A$ 2,092. Total programme cost A$ 458,800 = per-subject × 100 subjects. Method: pre and post diagnostic windows open and close the verification record; each cohort is a ring-fenced unit with a finalised result. ↩
  4. [4] Australia addressable-market estimates per condition (longevity, cognitive optimisation, cancer, diabetes, obesity) drawn from Australian Institute of Health and Welfare disease expenditure series, IBISWorld Australia industry reports (longevity / cognitive / weight management), and Department of Health and Aged Care chronic-disease projections. Geography: Australia. Periods: 2023–2027 forward-looking estimates from each source as published. Currency: A$. Conversion: not required. ↩
  5. [5] Europe addressable-market estimates per condition drawn from European Commission Joint Research Centre health-economics reports, Eurostat household-health spend, and Organisation for Economic Co-operation and Development Health at a Glance: Europe (latest). Geography: European Union plus European Free Trade Association where reported. Periods: 2024–2027 forward-looking estimates as published. Currency: shown in € as published; no A$ conversion applied (each currency keeps its source figure to avoid spurious precision). ↩
  6. [6] USA addressable-market estimates per condition drawn from US National Institutes of Health, Centers for Disease Control and Prevention chronic-disease cost series, and Grand View Research / Statista category sizings (longevity, cognitive supplements, oncology services, diabetes, obesity). Geography: United States. Periods: 2024–2030 forward-looking estimates as published. Currency: shown in US$ as published. ↩
  7. [7] Global cost-to-society figures: cancer A$ 1.16 trillion (World Health Organization, total economic cost of cancer, latest estimate); diabetes A$ 760 billion (International Diabetes Federation Diabetes Atlas, latest); obesity A$ 2 trillion (World Obesity Federation, economic impact of overweight and obesity, latest). Longevity and cognitive-optimisation global cost-to-society are not reported as a single comparable figure and are shown as “—”. Currency conversion: source figures published in US$; converted to A$ at the publication-month Reserve Bank of Australia rate, rounded to two significant figures. ↩
  8. [8] Fresh Earth Health programs are subject to AHPRA / TGA / Australian Privacy Principles compliance. Medical advice provided only by licensed practitioners. Health credits and FEH-specific tokenisation (if any) require separate offer document; not part of this FEU ordinary share raise.

This section shares measurements and programme designs. It is not medical advice, diagnosis, or treatment. Seek advice from a qualified health professional.

§ 15 / 16 — Audit Yourself

Last updated

What we have. What we don't.

What we don't have yet comes first.

Most decks open with the wins and bury the gaps. This page reverses the order. Read the missing pieces first, then the work shipped, then the rest.

01 / 04Out of scope

What we don't have yet

  • Fresh Earth Value Tokens are not yet issued. This raise buys equity in the parent company, not tokens.
  • Country licences are not signed. Pricing is indicative.
  • Health platform is in development — go-live is at least 12 months away.
  • Public benchmarks for comparable companies — we're still sourcing them.
02 / 04Live

Currently shipped

  • Seven farms in our portfolio — 6,673 hectares, with thirteen verified land-improvement plans live[1]
  • Hillview Park acquired and operating — 1,167 hectares, our hero farm[2]
  • Software platform code-grounded: every claim and number traces to a line of backend code
  • Federal research consortium partnership active — Zero-Net-Emissions Agriculture[3]
  • A$3.5M raised previously · A$50M of land assets secured[4]
  • 42 founding investors signed · everyday-investor crowd-funding round running in parallel
  • Wholesale future-equity offer open — A$6M target, A$1M first close[5]
03 / 04Near-term

Building right now

  • First Fresh Earth Value Token issuance — Hillview pioneer (managed-fund structure being set up)
  • Platform feature-complete by 30 Sep 2026
  • Hillview's first verification lock — final audit step in regulator's process
  • Soil-carbon project registration — 147,000 Australian carbon credits forecast over 25 years[6]
04 / 04Vision

On the horizon

  • First country-licence sale, 24–36 months out
  • Marketplace launch — carbon and biodiversity credits
  • Fresh Earth Health platform live
  • Replication into five countries

How to verify us

Anything you read here you can check.

  • The wholesale data room. Every “on file” document referenced in the source list below is available for inspection by wholesale investors on request. Email trust@freshearth.io and we send the index within one business day.
  • The source ledger. Every quantitative claim in this document carries a numbered footnote that resolves to a dated source — public URL, archived capture, or internal record. The ledger is the single record of truth for every figure printed.
  • The public registers. Our regulatory standing, partnerships, and land titles can be checked in the open record at the Australian Securities and Investments Commission, the Clean Energy Regulator, the Zero-Net-Emissions Agriculture research consortium, and the NSW Land Registry.

What the Risks page does not cover

Four risks managed at portfolio level, not on the cards.

The Risks page on the next spread carries six cards — the ones most material to a wholesale investor in this round. Four further risk classes sit one layer up: what happens if the price of Australian carbon credits falls, currency exposure on future offshore licence revenue, dependency on individual partners and suppliers, and broader market shifts in land, capital, and food. We track these in the wholesale data-room sensitivity table and will treat them in full in the future Land Token offer document, which will be issued under Australian wholesale-investor law and the regulator's forward-looking-statement guidance.

Here's how far there is still to go.

Sources

  1. [1] Internal — Fresh Earth portfolio register and verified land-improvement plans (on file). Back to text
  2. [2] Internal — Hillview Park title and operating records (on file). Back to text
  3. [3] Internal — Zero-Net-Emissions Agriculture consortium agreement (on file). Back to text
  4. [4] Internal — Capital register and land asset schedule (on file). Back to text
  5. [5] Internal — Wholesale future-equity offer terms (on file). Back to text
  6. [6] Internal — Soil-carbon project registration, forecast over 25-year crediting period (on file). Back to text

Confidential. For wholesale investors only — sophisticated investor (s708(8)) or professional investor (s708(11)) of the Corporations Act 2001 (Cth). Not a regulated disclosure document. This is not financial product advice. Past performance is not a reliable indicator of future performance. Forward-looking statements are subject to assumptions which may prove incorrect.

§ 16 / 16 — Risks · Closing

Risks

Six known risks — and what we've done about them.

The rules keep moving. The team is small. Here is how each known risk is met — and where delays may still occur.

Regulatory

01

Australian law sets the pace for licences and methods.

Two regulators matter most. ASIC governs the financial-services licence and fund-manager permission needed before any future Land Token offer — the wholesale raise we are running today does not require one. The Clean Energy Regulator and the Nature Repair Market keep refining the methods that price our soil-carbon and biodiversity income. Changes in either lane can shift our timing or our income per hectare. Some risk persists.

What we do

  • Hold a strict wall between this raise and any future Land Token issuance. Live
  • Work with PKF (independent auditors) and Diligent (tech partner) on the licence pathway.[1] Live
  • Use a modular compliance library so each rule change is a plug-in update.[3] Live
  • Adopt new methods conservatively — only after they are officially listed.[3] Live
  • Plan to lodge the financial-services licence application before any token is issued.[2] Near-term

Climate

02

Drought, flood and fire change the year on the land.

Our portfolio is land. Drought, flood and fire are part of the working year and are intensifying. A single severe season can lower a paddock's carbon gain, push back a biodiversity baseline, or pause grazing income. Delays may still occur.[11]

What we do

  • Diversify across regions — current portfolio spans Southern Tablelands, Northern Tablelands, Central Highlands, and Goulburn.[5] Live
  • Run climate-risk modelling on every farm before acquisition.[11] Live
  • Hold property and business-interruption insurance on every operating farm. Live
  • Plan to add a portfolio-level sensitivity table covering drought, flood and fire scenarios in the data room. Near-term

Concentration

03

Hillview is our lead farm today.

The bulk of the modelled value sits in one property — Hillview Park, 1,167 hectares. If Hillview underperforms, the headline numbers slide. Delays may still occur.[4]

What we do

  • Add six further farms to the portfolio — already signed on and active.[5] Live
  • Run an active land-plan list across thirteen properties.[5] Live
  • Aim to hold seventy farms across Australia inside five years. Vision

Unissued asset

04

The Land Token has a value in code, not in hands.

The Land Token is the digital share of regenerated farmland we are building. Its value is computed inside our system, but it has not been issued to investors. Residual risk remains.

What we do

  • State plainly: this raise is equity in the parent company, not a pre-allocation.[6] Live
  • Plan a separate offer document for any future Land Token issuance.[2] Near-term
  • Aim to issue the first Land Token after the licence is in place. Vision

Team

05

Seven people carry the work today.

Fresh Earth Universe is founder-led with a core team of seven. Key-person illness or departure would slow us down. Delays may still occur.[7]

What we do

  • Lean on a federal research partner group and six strategic partners for delivery.[8] Live
  • Plan to add three senior hires across science, finance and operations. Near-term
  • Document every workflow inside the operations playbook. Live

Cash on hand

06

Cash on hand depends on this round closing.

Full deployment of the A$1,500,000 raise depends on continued investor engagement in the ordinary share offer. A slow close would push back hiring and the platform build. Delays may still occur.[9]

What we do

  • Gate spending in phases — initial close funds platform completion.[9] Live
  • Hold residual deployment back until conditions precedent are met.[9] Live
  • Plan to keep at least twelve months of cash coverage at all times.[10] Near-term

Sources

  1. Internal — PKF engagement letter and Diligent technology partnership agreement (on file).
  2. ASIC — Australian Financial Services Licence and Managed Investment Scheme registration requirements; accessed Apr 2026.
  3. Clean Energy Regulator — Emissions Reduction Fund methodology determinations and Nature Repair Market rules; accessed Apr 2026.
  4. Internal — Hillview Park title and operating records; Elders Information Memorandum 2022 (on file).
  5. Internal — Fresh Earth portfolio register and verified land-improvement plans, Apr 2026 (on file).
  6. Internal — Wholesale future-equity offer terms; corporate register, Apr 2026 (on file).
  7. Internal — Fresh Earth Universe employee register, Apr 2026 (on file).
  8. Zero-Net-Emissions Agriculture Cooperative Research Centre — Tier-2 partnerships register; accessed Apr 2026.
  9. Internal — Wholesale ordinary share offer terms (A$1.5M raise, A$15M pre-money), May 2026 (on file).
  10. Company assessment — twelve-month cash-coverage rule recorded in board minutes, Apr 2026 (on file).
  11. Internal — climate-risk modelling and portfolio diversification register, Apr 2026 (on file). Sources include Bureau of Meteorology long-range outlooks and the National Climate Risk Assessment 2024.

This list is not exhaustive. Other risks may arise that are not captured here.

Forecasts and projections are forward-looking statements based on assumptions current at the date of this document, prepared on a reasonable-basis footing under s728/s769C. Actual results may differ materially.

Statements about future environmental, regenerative, or sequestration outcomes are forward-looking, depend on assumptions, and are not guaranteed. Such statements are subject to ASIC RG 170 and ACCC environmental-claims guidance.

Carbon figures are modelled estimates based on the relevant ERF / CER methodology applied to baseline data. Indicative and subject to independent audit and registry issuance.

Biodiversity figures are indicative and based on Fresh Earth's internal assessment methodology applied to specific properties. Independent verification is in progress.

Fresh Earth

For a hundred years we measured what we took from the earth.

Barrels. Tonnes. Board-feet. Gross domestic product.

We never had a number for what gives back.

Without a number, no price. Without a price, no market. Without a market, regeneration stayed a hobby for the brave and the broke.

We built that number.

It turns a healing acre into a balance-sheet asset — a compounding one — owned by the kind of people who used to feel powerless.

The keys to the land that heals the planet — now they are yours to take. Near-term

  1. 1farm todayHillview Park
  2. 7this yearActive portfolio
  3. 70this decadeFive-year aim
  4. 700this centuryNational scale
Today. This year. This decade. This century. Source: Fresh Earth Universe Portfolio register, 2026; Risk register § 16 concentration card.

Give the keys to humanity.

The land is already healing. The question is who owns it when it's done.

A$1,500,000·Pre-money A$15,000,000·ordinary shares

Contact

Luke Star

Investment Management

luke.s@freshearth.io

+61 0499 639 383

This Information Memorandum (IM) has been prepared by Fresh Earth Universe Pty Ltd (FEU) for the confidential information of the named recipient. It is provided solely to wholesale investors as defined in sections 708(8) and 708(11) of the Corporations Act 2001 (Cth) and is not a Product Disclosure Statement, prospectus, or other disclosure document required to be lodged with ASIC. Recipients must not reproduce, distribute, or rely on this document for any purpose other than evaluating a potential investment in the ordinary share offer described herein. Forward-looking statements and projections are based on assumptions which may prove incorrect; no representation is made as to their achievability. Past performance is not a reliable indicator of future performance. Recipients should obtain their own legal, tax, and financial advice before investing.

Confidential. For wholesale investors only — sophisticated investor (s708(8)) or professional investor (s708(11)) of the Corporations Act 2001 (Cth). Not a regulated disclosure document.

Earth Currency (FEVT) is a future ownership layer. It is not being issued, sold, or pre-allocated under the ordinary share offer described in this IM. Any future issuance of FEVT will require its own offer document under applicable Australian financial services law and may require an Australian Financial Services Licence and/or registration of a managed investment scheme. References to FEVT are descriptive of future intent only and do not constitute an offer.

Fresh Earth Universe — Information Memorandum

Edition 1.0 · 2026-04-27