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ZEDER INVESTMENTS LIMITED - Results For The Year Ended 28 February 2021, Special Dividend, Appointment Of CEO And Board Committee Appointments

Release Date: 14/04/2021 08:00
Code(s): ZED     PDF:  
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Results For The Year Ended 28 February 2021, Special Dividend, Appointment Of CEO And Board Committee Appointments

 ZEDER INVESTMENTS LIMITED
 (Incorporated in the Republic of South Africa)
 Registration number: 2006/019240/06
 Share code: ZED
 ISIN: ZAE000088431
 LEI code: 37890022AF5FD117D649
 ("Zeder" or "the Company")


REVIEWED RESULTS FOR THE YEAR ENDED 28 FEBRUARY 2021, SPECIAL DIVIDEND
DECLARATION, APPOINTMENT OF CEO AND BOARD COMMITTEE APPOINTMENTS


1.   REVIEWED RESULTS FOR THE YEAR ENDED 28 FEBRUARY 2021

     SALIENT FEATURES

     •   Net asset value per share was 433.2 cents as at 28 February 2021, representing a decrease
         of 7.5% when compared to the 468.5 cents reported as at 29 February 2020, mainly due to
         the significant special dividend paid to shareholders during the year, countered by the gain
         on deemed disposal and reacquisition of investments, as a result of the change in
         Investment Entity status.

     •   Sum-of-the-Parts ("SOTP") value per share as at 28 February 2021 was R4.33,
         representing a decrease of 27.5% when compared to the R5.97 per share as at
         29 February 2020, mainly due to the special dividend payment of R2.30 per share, to
         shareholders, during the year.

     •   As at 6 April 2021, the SOTP value per share was R4.38.

     •   Further special dividend of 20 cents per share declared.

     •   Other:

         o   Attributable earnings per share was 186.0 cents, representing an increase of 465%
             when compared to the 32.9 cents reported as at 29 February 2020, mainly due to the
             significant non-headline gain on deemed disposal and reacquisition of investments, as
             a result of the change in Investment Entity status;
         o   Headline earnings per share was 39.7 cents, representing an increase of 68% when
             compared to the 23.7 cents reported as at 29 February 2020, mainly due to the
             increases in the fair value of investments, countered by Zeder ceasing to consolidate
             its subsidiaries; and
         o   Profit before finance costs and taxation from continued operations per Zeder’s full
             announcement, amounted to R1.72bn (2020: R252m).

     Pursuant to the change in Investment Entity status, shareholders and investors are cautioned
     that earnings per share and headline earnings per share as well as net asset value per share
     for the year ended 28 February 2021 are not comparable to those for the previous year ended
     29 February 2020.

     STRATEGIC FOCUS AND OUTLOOK

     The disposal of our investments in Pioneer Foods and Quantum Foods and the declaration of
     the substantial special dividend during the year, resulted in a material change to the size and
     composition of the Zeder group. This has necessitated the Zeder board to reconsider Zeder’s
     future strategy. During this evaluation process, Zeder also recently received third party
     approaches on various portfolio investments. The Zeder board is currently evaluating these
     approaches. Zeder will communicate in more detail to the market on the value enhancing
     progress, as may be required from time to time. The strategy does not have a specific timeline
     and will be executed in an appropriate and responsible manner in an attempt to maximise
     shareholder value. Notwithstanding the above, Zeder remains focused on growing its investee
     companies and will evaluate opportunities as and when deemed appropriate.

     Zeder shareholders are further advised to take note of the cautionary announcement released
     on SENS on Wednesday, 14 April 2021.

     SHORT-FORM ANNOUNCEMENT

     This short-form announcement is the responsibility of the directors of the Company. It contains
     only a summary of the information in the full announcement ("Full Announcement") and does
     not contain full or complete details. The Full Announcement can be found at:
     https://senspdf.jse.co.za/documents/2021/JSE/ISSE/ZED/ZEDFY21.pdf

     A copy of the Full Announcement is also available for viewing on the Company's website at
     http://www.zeder.co.za/ReviewedResultsFeb2021.pdf or may be requested in person, at the
     Company's registered office or the office of the sponsor, at no charge, during office hours.

     Any investment decisions by investors and/or shareholders should be based on consideration
     of the Full Announcement.

     The Company has based this short-form announcement on the financial results for the year
     ended 28 February 2021, which have been reviewed by the company’s auditor,
     PricewaterhouseCoopers Inc., who expressed an unmodified review conclusion thereon.

     RESULTS PRESENTATION

     Shareholders are invited to the results presentation, to be broadcast on YouTube at 10:00 a.m.
     on Wednesday, 14 April 2021.

     Presentation details:
     • View and listen mode;
     • Link: https://youtu.be/j3clw2NwQyA;
     • Presentation slides will be made available on Zeder’s website after the live broadcast of the
         presentation;
     • Questions may be e-mailed prior to and during the presentation to: cosec@zeder.co.za

2.   SPECIAL DIVIDEND DECLARATION

     Zeder's dividend policy remains to pay dividends conditional on the group having sufficient
     reserves to fund its operations, investments, and growth plans. The board continues to maintain
     a conservative dividend policy during the Covid-19 recovery period, however, has taken the
     decision to declare a further special dividend.

     Shareholders are hereby advised that the board of directors of the Company has, accordingly,
     approved and declared a special gross dividend of 20 cents per share, from income reserves
     ("Special Dividend"). The Special Dividend amount, net of South African dividend tax of 20%,
     is 16 cents per share for those shareholders who are not exempt from dividend tax or who are
     not subject to a reduced rate in terms of any applicable agreement for the avoidance of double
     taxation between South Africa and such shareholders' country of residence.

     There are 1 543 260 354 no par value Zeder ordinary shares in issue on this declaration date.
     The company's income tax number is 9406891151.
     The required South African Reserve Bank approval has been obtained for the declaration of the
     Special Dividend.

     The salient dates of this Special Dividend distribution are:
     Last day to trade cum dividend             Tuesday, 4 May 2021
     Trading ex-dividend commences              Wednesday, 5 May 2021
     Record date                                Friday, 7 May 2021
     Date of payment                            Monday, 10 May 2021

     Share certificates may not be dematerialised or rematerialised between Wednesday,
     5 May 2021 and Friday, 7 May 2021, both days inclusive.

     Any shareholder who is in doubt as to his/her tax status or position or any other matter, including,
     inter alia, any applicable exchange control requirement, should consult an appropriate
     independent professional adviser in the relevant jurisdiction without delay.

3.   APPOINTMENT OF CEO AND BOARD COMMITTEE APPOINTMENTS

     In accordance with paragraph 3.59(a) of the JSE Limited ("JSE") Listings Requirements,
     shareholders are hereby advised that, with effect from 13 April 2021, Mr JH le Roux was
     appointed as permanent chief executive officer. Mr le Roux will, for the time being, also fulfill the
     role of financial director.

     In accordance with paragraph 3.59(c) of the JSE Listings Requirements, shareholders are
     hereby advised that, effective 13 April 2021, Mrs S Cassiem, an independent non-executive
     director, was appointed as a member of the company’s audit and risk committee and that Mr
     RM Jansen, an independent non-executive director, who has served as a director of Zeder since
     2019, was appointed as a member of the Company’s remuneration and nomination committees,
     to fill the vacancies which arose due to the recent retirement of Mr GD Eksteen.

Stellenbosch
14 April 2021

Sponsor
PSG Capital

Independent Joint Sponsor
UBS South Africa

Date: 14-04-2021 08:00:00
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