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ZEDER INVESTMENTS LIMITED - Unaudited Results For The Six Months Ended 31 August 2019

Release Date: 08/10/2019 13:00
Code(s): ZED     PDF:  
 
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Unaudited Results For The Six Months Ended 31 August 2019

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


UNAUDITED RESULTS FOR THE SIX MONTHS ENDED 31 AUGUST 2019


OVERVIEW

Zeder is an investor in the broad agribusiness and related industries, with a historical focus on the
food and beverage sectors. Its underlying investment portfolio was valued at R12.0bn on 31 August
2019. Zeder's 28.6% interest in Pioneer Foods remains its largest investment, representing 51.2%
(28 February 2019: 43.5%) of the portfolio.

PROSPECTS AND OUTLOOK

The negative macro conditions are likely to remain unchanged in the short to medium term but should
improve over the longer term. As a result, earnings and valuations at both a Zeder and portfolio level
are expected to be subdued during the next reporting period. Notwithstanding these challenges, and
in light of the anticipated Pioneer Foods disposal, Zeder should be in a position to create value for
its shareholders through this cycle. It is anticipated that the substantial cash proceeds will enable
Zeder to return capital to its shareholders, while also actively investing into its existing portfolio and
new opportunities when opportune. Zeder remains committed to delivering sustainable returns to
shareholders.

SALIENT FEATURES

Zeder's Sum-of-the-Parts ("SOTP") value per share, calculated using the quoted market prices for
all JSE-listed investments, and internal valuations for unlisted investments, increased by 11% during
the reporting period to R6.25 as at 31 August 2019. At the close of business on Monday, 30
September 2019, Zeder's SOTP value per share was R6.22.

                                        28 Feb 2019            31 Aug 2019             30 Sep 2019
                                     Interest               Interest                Interest
Company                                   (%)       Rm           (%)       Rm            (%)      Rm
Pioneer Foods                            27.1     4 689         28.6     6 145          28.6    6 175
Zaad                                     95.3     2 235         95.3     2 243          95.7    2 243
Capespan                                 97.4     1 193         97.4     1 081          97.4    1 081
The Logistics Group                      97.4       978         97.4     1 028          97.4    1 028
Kaap Agri                                41.1       959         41.0       865          41.0      949
Agrivision Africa                        56.0       493         56.0       398          56.0      398
Quantum Foods                            29.3       216         30.8       228          30.8      225
Other                                                19                     15                     17
Total investments                               10 782                 12 003                  12 116
Cash and cash equivalents                           254                     72
Other net assets                                    109                    119                    121
Debt funding                                    (1 500)                (1 500)                (1 593)
SOTP value                                        9 645                 10 694                 10 644
Number of shares in issue
(net of treasury shares) (million)                1 710                   1 710                 1 710
SOTP value per share (rand)                        5.64                    6.25                  6.22

Note: Zeder's live SOTP is available at www.zeder.co.za.

Zeder's consolidated recurring headline earnings is the sum of its effective interest in the recurring
headline earnings of each of its underlying investments. The result is that investments in which Zeder
holds less than 20% and are generally not equity accountable in terms of accounting standards, are
included in the calculation of consolidated recurring headline earnings, while once-off (i.e. non-
recurring) income and expenses are excluded. This provides management and investors with a more
transparent way of evaluating Zeder's earnings performance.

                                                 Audited                    Unaudited
                                                 28 Feb 19    31 Aug 18                   31 Aug 19
                                                12 months      6 months       Change       6 months
                                                       Rm           Rm            %             Rm
Recurring headline earnings from
investments                                             604          231                        135
Net interest, taxation and other income and
expenses                                              (133)          (64)                       (74)
Recurring headline earnings                             471          167           (63)           61
Non-recurring headline items                            296          348                        (20)
Headline earnings                                       767          515           (92)           41
Non-headline items                                    (678)          (51)                       398
Attributable earnings                                    89          464            (5)         439
Weighted average number of shares in issue
(net of treasury shares) (million)                    1 702        1 702                      1 702
Recurring headline earnings per share
(cents)                                                27.7           9.8          (63)          3.6
Headline earnings per share (cents)                    45.1          30.3          (92)          2.4
Attributable earnings per share (cents)                 5.2          27.3           (5)         25.8

Recurring headline earnings per share decreased by 63% to 3.6 cents mainly due to the weaker
performance of most investees following continued challenging trading conditions experienced by
the food and related business sector.

Headline earnings per share decreased by 92% to 2.4 cents, mainly as a result of the above and
due to the upward fair value adjustment of the investment in Joy Wing Mau (previously known as
Golden Wing Mau) in the prior corresponding period prior to its disposal.

Attributable earnings per share decreased by 5% to 25.8 cents, a lower percentage than recurring
headline and headline earnings per share, mainly due to the reversal of the non-headline impairment
charge recognised by Zeder on its associate investment in Pioneer Foods which was recognised at
the prior year-end.

Profit before finance costs and taxation per Zeder's consolidated income statement decreased by
24% to R535m, mainly as a result of the aforementioned factors.

NOTEWORTHY DEVELOPMENTS

Category 1 disposal of investment in Pioneer Foods and application of proceeds
Pioneer Foods received an all-cash offer from PepsiCo Inc to acquire 100% of the Pioneer Foods
ordinary shares in issue for a purchase consideration of R110 per share plus certain dividend(s) per
Pioneer Foods ordinary share. This offer consideration represents a 56.5% premium to the Pioneer
Foods 30-day VWAP of R70.31 per share as at 12 July 2019.

Accordingly, a general meeting was held on Monday, 30 September 2019, where the intended
disposal was approved by the requisite majority of Zeder shareholders. The full and final
implementation of this transaction remains subject to the fulfilment of further conditions.
If successfully implemented and after having settled its related obligations, Zeder should be able to
distribute between R4.25bn and R4.75bn to shareholders. This distribution is being considered by
the Zeder board of directors and remains subject to the timing of the transaction and further
evaluation of circumstances at the time. The remaining balance of the proceeds will be invested in
new opportunities or in Zeder's existing underlying portfolio.

Investments in Zaad
In recent years, Zaad has added strategic plant nutrition and agrochemicals to its portfolio to
complement its product offering, particularly in emerging markets with the Farm-Ag and Hygrotech
acquisitions. In terms of agreements previously entered into, Zaad acquired all the remaining shares
in Farm-Ag effective 1 September 2019.

Zaad also concluded transaction agreements whereby it will acquire a 40% stake in the EAS group
of companies ("EAS") in Kenya. EAS was established in 1972 and has steadily grown to become
the leading independent seed company within the East and Central African regions. Shareholders
should note that the agreement is still subject to several conditions precedent, including receipt of
relevant regulatory and competition approvals.

Zeder has committed an additional R300m investment into Zaad to enable the aforementioned
transactions.

DIVIDEND

It is currently Zeder's policy to only declare a final dividend at year-end.

UNAUDITED 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/2019/JSE/ISSE/ZED/ZEDHY20.pdf

Copies of the Full Announcement is also available for viewing on the Company's website at
http://www.zeder.co.za/investor-centre/ 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.

WEBCAST

Shareholders are reminded that Zeder will be hosting a webcast and a conference call at 15h00
(South African time) on Wednesday, 9 October 2019 to present the results to shareholders and the
market. To register for the webcast or the conference call, please follow the relevant links below.

Webcast details:
– View and listen mode, with a Q&A facility
– Link: www.ccwebcast.eu/links/zeder191009/

Conference call details:
– Listen-only mode, with an interactive Q&A at the end of the presentation
– Link: www.diamondpass.net/6386878

Stellenbosch
8 October 2019

Sponsor
PSG Capital

Date: 08/10/2019 01:00:00
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