ZEDER INVESTMENTS LIMITED - Joint Announcement: Implementation of the Capespan Disposal

Joint Announcement: Implementation of the Capespan Disposal

      ZEDER INVESTMENTS LIMITED                         AGRARIUS SUSTAINABILITY
(Incorporated in the Republic of South Africa)           ENGINEERED RF LIMITED
   (Registration number: 2006/019240/06)           (Incorporated in the Republic of South Africa)
               Share code: ZED                   (Registration Number: 2022/521382/06)
            ISIN: ZAE000088431                       JSE Alpha Code: AGRIA1 & AGRIB1
       LEI: 37890022AF5FD117D649                   ISIN: ZAG000191214 & ZAG000202797
                                                        LEI: 378900376E9ADF2BD166

        ("Zeder" or "the Company")                                ("Agrarius")


JOINT ANNOUNCEMENT: IMPLEMENTATION OF THE CAPESPAN DISPOSAL

Zeder shareholders and Agrarius Sukuk holders are referred to the announcements made by
Zeder and Agrarius, respectively, on the Stock Exchange News Service of the JSE Limited on
18 September 2023. In terms of these announcements, details were disclosed of the
conclusion of the agreement for the disposal by Zeder Financial Services ("ZFS") Limited, a
wholly-owned subsidiary of Zeder, of its shareholding in Capespan Group Proprietary Limited
("Capespan"), but excluding its pome fruit primary production operations and the Novo fruit
packhouse, to 3 Sisters Proprietary Limited ("Disposal").

3 Sisters Proprietary Limited, a special purpose acquisition vehicle, is beneficially owned
and funded by Agrarius Agri Value Chain RF Proprietary Limited ("Agrarius OpCo").
Agrarius OpCo is fully funded through Agrarius, a JSE-listed special purpose investment
vehicle. Agrarius operates a ZAR10 billion Shariah-compliant sustainability-focused asset-
backed note program, focusing on the agriculture sector value chain and is administered by
27four Investment Managers Proprietary Limited.

Zeder shareholders are advised that the remaining conditions precedent have now all been
fulfilled, and that the Disposal has been implemented in accordance with its terms.

The Disposal consideration of approximately R511.39 million was received by Zeder on
Monday, 5 February 2024, pursuant to Sukuk issuances undertaken by Agrarius under its note
programme.

Stellenbosch
5 February 2024

Transaction Advisor to Zeder     Transaction Funding Partners     Administrator of Agrarius
       and Sponsor                                                ListCo and Agrarius OpCo

        PSG Capital              Agrarius & Agrarius OpCo         27four Investment Managers


   JSE Debt Sponsor and
 Transaction Debt Sponsor

 Questco Corporate Advisory
    Proprietary Limited

Date: 05-02-2024 04:05:00
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