ZEDER INVESTMENTS LIMITED - Exercise And Acceptance Of Options By Directors In Terms Of The Zeder Group Share Incentive Trust

Exercise And Acceptance Of Options By Directors In Terms Of The Zeder Group Share Incentive Trust

Zeder Investments Limited
Incorporated in the Republic of South Africa
Registration number: 2006/019240/06
JSE share code: ZED
ISIN number: ZAE000088431
("Zeder")

EXERCISE AND ACCEPTANCE OF OPTIONS BY DIRECTORS IN TERMS OF THE ZEDER
GROUP SHARE INCENTIVE TRUST

In compliance with Rules 3.63 to 3.74 of the JSE Limited Listings
Requirements, the following information is disclosed:

A) EXERCISE OF OPTIONS BY DIRECTORS

The following share options were exercised in terms of the Zeder SIT:

1.
NAME OF DIRECTOR                N Celliers

COMPANY OF WHICH I AM A         Zeder Investments Limited
DIRECTOR

STATUS: EXECUTIVE/NON-          Executive
EXECUTIVE

TYPE OF SECURITIES              Shares

CLASS OF SECURITIES             Ordinary

DATE OF TRANSACTION             28 February 2017              (1) – (3)

OPTION STRIKE PRICE             R3.33                               (1)
                                R4.10                               (2)
                                R7.71                               (3)

NUMBER OF OPTIONS EXERCISED     337 838                             (1)
                                1 248 476                           (2)
                                131 323                             (3)

TOTAL RAND VALUE OF OPTIONS     R1 125 000.54                       (1)
                                R5 118 751.60                       (2)
                                R1 012 500.33                       (3)

STRIKE (EXERCISE) DATE OF       28 February 2017              (1) – (3)
OPTIONS

PERIOD OF EXERCISE              Participants have a 30-day    (1) – (3)
                                period from the vesting
                                date during which options
                                can be exercised

NAME OF ASSOCIATE               Namron Investments
                                Proprietary Limited

RELATIONSHIP WITH DIRECTOR      Director is a director of the
                                the associate and a trustee
                                and beneficiary of the
                                shareholder of the associate

NATURE OF TRANSACTION           Acquisition of shares in
                                Zeder through the exercise
                                of options (Off-market
                                transaction)

NATURE AND EXTENT OF            Indirect, Beneficial
INTEREST IN THE TRANSACTION

CLEARANCE OBTAINED              Yes

2.
NAME OF DIRECTOR                JH le Roux

COMPANY OF WHICH I AM A         Zeder Investments Limited
DIRECTOR

STATUS: EXECUTIVE/NON-          Executive
EXECUTIVE

TYPE OF SECURITIES              Shares

CLASS OF SECURITIES             Ordinary

DATE OF TRANSACTION             28 February 2017               (1) – (2)

OPTION STRIKE PRICE             R4.10                                (1)
                                R7.71                                (2)

NUMBER OF OPTIONS EXERCISED     304 878                              (1)
                                32 426                               (2)

TOTAL RAND VALUE OF OPTIONS     R1 249 999.80                        (1)
                                R250 004.46                          (2)

STRIKE (EXERCISE) DATE OF       28 February 2017               (1) – (2)
OPTIONS

PERIOD OF EXERCISE             Participants have a 30-day     (1) – (2)
                               period from the vesting
                               date during which options
                               can be exercised

NAME OF ASSOCIATE              Bakenskraal Trust

RELATIONSHIP WITH DIRECTOR     Director is a trustee and
                               beneficiary of the associate

NATURE OF TRANSACTION          Acquisition of shares in
                               Zeder through the exercise
                               of options (Off-market
                               transaction)

NATURE AND EXTENT OF          Indirect, Beneficial
INTEREST IN THE TRANSACTION
CLEARANCE OBTAINED            Yes

Clearance to deal in these shares was obtained in accordance with rule
3.66 of the JSE Limited Listings Requirements.

B) ACCEPTANCE OF OPTIONS BY DIRECTORS

The following share option awards were accepted in terms of the Zeder
SIT:

1.
NAME OF DIRECTOR               N Celliers

COMPANY OF WHICH I AM A        Zeder Investments Limited
DIRECTOR

STATUS: EXECUTIVE/NON-         Executive
EXECUTIVE

TYPE AND CLASS OF SECURITIES   Share options to acquire
                               ordinary shares

DATE OF AWARD                  28 February 2017

DATE OF ACCEPTANCE             28 February 2017

OPTION STRIKE PRICE            R7.29 (Zeder’s 30-day volume
                               weighted average traded
                               price at 28 February 2017)

NUMBER OF OPTIONS ACCEPTED     1 792 402

TOTAL RAND VALUE OF OPTIONS    R13 066 610.58

VESTING DATE OF OPTIONS        Vesting in tranches of 25%
                               each on the 2nd, 3rd, 4th and 5th
                               anniversary of the award

NATURE OF TRANSACTION          Acceptance of award of
                               options to acquire ordinary shares
                               in terms of a share incentive
                               scheme

NATURE AND EXTENT OF           Direct, Beneficial
INTEREST IN THE TRANSACTION

CLEARANCE OBTAINED             Yes

2.
NAME OF DIRECTOR               JH le Roux

COMPANY OF WHICH I AM A        Zeder Investments Limited
DIRECTOR

STATUS: EXECUTIVE/NON-         Executive
EXECUTIVE
TYPE AND CLASS OF SECURITIES   Share options to acquire
                               ordinary shares

DATE OF AWARD                  28 February 2017

DATE OF ACCEPTANCE             28 February 2017

OPTION STRIKE PRICE            R7.29 (Zeder’s 30-day volume
                               weighted average traded price
                               at 28 February 2017)

NUMBER OF OPTIONS ACCEPTED     1 787 037

TOTAL RAND VALUE OF OPTIONS    R13 027 499.73

VESTING DATE OF OPTIONS        Vesting in tranches of 25%
                               each on the 2nd, 3rd, 4th and 5th
                               anniversary of the award

NATURE OF TRANSACTION          Acceptance of award of
                               options to acquire ordinary shares
                               in terms of a share incentive
                               scheme

NATURE AND EXTENT OF           Direct, Beneficial
INTEREST IN THE TRANSACTION

CLEARANCE OBTAINED             Yes

Clearance to accept the above share option awards were obtained in
accordance with Rule 3.66 of the JSE Limited Listings Requirements.

Stellenbosch
1 March 2017

Sponsor
PSG Capital

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