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Reviewed condensed financial results for the year ended 28 February 2026 and special dividend declaration
ZEDER INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
Registration number: 2006/019240/06
Share code: ZED
ISIN: ZAE000088431
LEI code: 37890022AF5FD117D649
Main Board – General Segment
("Zeder" or "the Company" or "the Group")
REVIEWED CONDENSED FINANCIAL RESULTS FOR THE YEAR ENDED 28 FEBRUARY 2026
AND SPECIAL DIVIDEND DECLARATION
1. REVIEWED CONDENSED FINANCIAL RESULTS FOR THE YEAR ENDED
28 FEBRUARY 2026
SALIENT FEATURES
• As at 28 February 2026 and in line with Zeder's Sum-of-the-Parts ("SOTP") value per share,
Zeder's net asset value per share ("NAVPS") was R1.50, representing a decrease of 15.3%
(or 27.0 cents per share) when compared to the NAVPS of R1.77 at 28 February 2025. The
decrease from the prior year was mainly as a result of the downward adjustment in the
valuation of Zaad, based on the pending disposal transaction.
• Other:
o Attributable and headline earnings per share is a loss of 27.3 cents per share compared
to a loss of 10.0 cents per share in the previous year, mainly as a result of the downward
adjustments in the valuation of assets held for sale during the year;
o Loss before taxation from continued operations per Zeder's consolidated income
statement is R23m compared to a profit of R37m in the previous year; and
o No ordinary and special dividends were paid during the financial year ended
28 February 2026 (2025: no ordinary dividends and an aggregate of 61.0 cents per share
special dividend were paid).
NOTEWORTHY TRANSACTIONS
Disposal of Zaad (excluding Excluded Assets)
On 31 January 2026, Zeder entered into a Sale Agreement to dispose of Zaad (excluding
Excluded Assets).
A circular ("Circular"), detailing the Disposal, was distributed to shareholders on 31 March 2026.
The Circular also incorporates a notice convening a general meeting of shareholders for the
purpose of considering, and, if deemed fit, passing, with or without modification, the resolutions
contained in such notice. The general meeting of shareholders will be held at 10h30 on
Thursday, 30 April 2026 by way of electronic communication. A copy of the Circular is available
on the company's website at www.zeder.co.za/Zeder-Circular-to-Shareholders-Zaad-
Disposal.pdf. Unless otherwise defined, words and expressions contained herein shall have the
same meanings as assigned to them in the Circular.
The investment in Zaad (excluding Zaad International (May Seed)) is valued at R1.094bn,
comprising the Zaad disposal transaction value of R1.029bn plus an amount of R65m that is
anticipated to be received by Zeder from investment proceeds realised from the disposal of the
other Excluded Assets. The R361m Sale Claim (Zaad loans) is separately included on the Zeder
SOTP under Other net assets and liabilities.
Following the implementation of the Disposal, Zeder will continue to own the current 48.6%
interest held in May Seed, albeit indirectly via a 97.19% interest held in Zaad International
(Mauritius).
STRATEGIC FOCUS
Zeder's objective remains to maximise long-term wealth for its shareholders.
Zeder intends to distribute a significant portion of the Zaad Disposal consideration received by
Zeder to shareholders, after payment of transaction costs and all directly-related obligations in
terms of the Disposal and having regard to its obligations regarding any leakages,
representation, undertakings, warranties and indemnities set out in the terms and conditions of
the Sale Agreement, which are standard in a transaction of this nature. In terms of any proven
breach of the representation, undertakings, warranties and indemnities (which are not covered
by an insurance policy) in the Sale Agreement, the maximum liability for Zeder, save in respect
of fraud, is 30% of the disposal consideration. Therefore, while it is Zeder's intention to distribute
most of the disposal consideration to shareholders, to be prudent Zeder may hold back for the
time being an appropriate portion of the disposal consideration.
The Zeder board is considering various options available to it in terms of Zaad International (May
Seed) in order to further maximise wealth for its shareholders.
CHANGES TO THE BOARD OF DIRECTORS
Mr Johann le Roux stepped down as Zeder's CEO and Financial Director with effect from
28 February 2026. He will however remain on the Board as a non-executive director and as a
member of Zeder executive committee.
Mr Dries Mellet has been appointed as Zeder's Financial Director and acting CEO with effect
from 1 March 2026.
2. SPECIAL DIVIDEND DECLARATION
Zeder's dividend policy remains to pay dividends conditional on the group having sufficient cash
reserves to fund its operations and investees' growth plans (if required).
Accordingly, shareholders are advised that the Zeder board has, following dividends received
from Pome Investments, declared a gross special dividend of 7.0 cents per share from income
reserves ("Special Dividend"), subject to the required South African Reserve Bank approval
being obtained for the declaration of the Special Dividend ("Condition").
The Special Dividend amount, net of South African dividend tax of 20%, is 5.6 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 1 540 160 354 no par value Zeder ordinary shares in issue on this declaration date.
The company's income tax number is 9406891151.
The salient dates of this Special Dividend distribution are as set out below, on the basis that the
Condition has been fulfilled by Tuesday, 19 May 2026:
Declaration date Thursday, 23 April 2026
Finalisation date anticipated to be on Tuesday, 19 May 2026
Last day to trade cum dividend Tuesday, 26 May 2026
Trading ex-dividend commences Wednesday, 27 May 2026
Record date Friday, 29 May 2026
Date of payment Monday, 1 June 2026
To the extent that the Condition is not fulfilled by Tuesday, 19 May 2026, a further announcement
will be released by the company to inform shareholders thereof and to provide an updated
timetable in respect of the Special Dividend.
Share certificates may not be dematerialised or rematerialised between Wednesday,
27 May 2026 and Friday, 29 May 2026, both days inclusive.
Any shareholder who is in doubt as to its tax status or position or any other matter, including,
inter alia, any applicable exchange control requirement or the rate of dividend tax that may be
applicable, should consult an appropriate independent professional adviser in the relevant
jurisdiction without delay.
3. SHORT-FORM ANNOUNCEMENT
This short-form announcement ("Results Announcement") is the responsibility of the directors
of the Company. It contains only a summary of the information in the reviewed condensed
financial results for the year ended 28 February 2026 ("Results") and does not contain full or
complete details. The Results can be found at JSE cloud link:
https://senspdf.jse.co.za/documents/2026/JSE/ISSE/ZED/ZEDFY26.pdf
A copy of the Results is also available for viewing on the Company's website at
http://www.zeder.co.za/ZEDFY26.pdf
Any investment decisions by investors and/or shareholders should be based on consideration
of the Results as this Results Announcement does not provide all of the details.
The content of this Results Announcement is derived from reviewed information, but is not itself
reviewed. The Company has based this Results Announcement on the Results, which have
been reviewed by the Company's auditor, Deloitte & Touche, who expressed an unmodified
review conclusion thereon.
Stellenbosch
23 April 2026
Sponsor Independent Joint Sponsor
PSG Capital BSM Sponsors
Date: 23-04-2026 08:30:00
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