Proposed Agri Voedsel Limited scheme of arrangement Zeder Investments Limited (Incorporated in the Republic of South Africa) Registration Number: 2006/019240/06 Share Code: ZED ISIN Code: ZAE000088431 (“Zeder” or “the Company”) PROPOSED AGRI VOEDSEL LIMITED SCHEME OF ARRANGEMENT 1. Shareholders are advised that Zeder has proposed a scheme of arrangement in terms of section 114 of the Companies Act, 2008 to the Agri Voedsel Limited (“AVL”) board of directors, involving the acquisition by Zeder of all ordinary shares in AVL, not already held by Zeder (“the Scheme”), with the effect that AVL will thereafter be a wholly-owned subsidiary of Zeder. 2. In the event that the Scheme becomes unconditional, the AVL board proposes the Scheme to its shareholders and the Scheme is implemented, Zeder will issue to AVL shareholders a scheme consideration of 16.2 (sixteen point two) listed Zeder shares for every 1 (one) unlisted AVL share disposed of in terms of the Scheme, rounded to the nearest whole number (“the Scheme Consideration”). The see-through value of AVL (approximately R99 per AVL share) and the see-through value of Zeder (approximately R6.11 per Zeder share) have been used to calculate same. The Scheme Consideration will not have a cash alternative. 3. Shareholders should note that this announcement is not a firm intention offer announcement. Following the fulfilment of certain preconditions to the offer, a formal detailed firm intention offer announcement will be made by Zeder and by AVL to their shareholders (“Firm Intention Offer Announcement”). 4. The Scheme will be subject to various conditions precedent, including, but not limited to, the requisite approvals being obtained from AVL shareholders and from Zeder shareholders. In this regard, numerous AVL and Zeder shareholders have already provided firm commitments to vote in favour of and/or accept the transaction. 5. The implementation of the Scheme will amount to a category 1 acquisition by Zeder in terms of the Listings Requirements of the JSE Limited (“JSE”). 6. The full terms of the Scheme will be announced in due course in the anticipated Firm Intention Offer Announcement. 7. Shareholders are referred to the Company’s cautionary announcement on 18 June 2014. Shareholders are advised that, whereas the proposed Scheme is still being considered by the AVL board of directors, shareholders should continue exercising caution when dealing in the Company’s securities until the Firm Intention Offer Announcement is made. Stellenbosch 20 June 2014 PSG Capital: Transaction adviser and sponsor to Zeder 2 Date: 20/06/2014 09:45:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.