ELDERS LIMITED — Capital/Financing Update 2009

Oct 14, 2009

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15 October 2009

Company Announcements Office Australian Securities Exchange

Elders Shareholders Approve Recapitalisation Proposal

Elders Ltd (ASX:ELD) will proceed with its $550 million recapitalisation plans after shareholders approved the proposals at an Extraordinary General Meeting in Adelaide today.

Separate resolutions for a fully underwritten $400 million conditional placement to institutions and a $150 million Share Purchase Plan (SPP) (underwritten to $75 million) were approved on a show of hands. Both resolutions were unanimously recommended by the Company’s Directors.

Over 4,350 shareholders with holdings totalling some 309 million shares voted on the resolutions. Institutions who participated in the $400 million Conditional Placement, including many of Elders’ largest institutional holders, were ineligible to vote.

Proxies lodged prior to the meeting were decidedly in favour of both resolutions, over 83% of shareholders lodging proxies supported the Conditional Placement, with 12% lodging open proxies and just 4% opposed to the Conditional Placement. These proxies respectively accounted for 62%, 2% and 36% of the shares voting. The SPP attracted slightly stronger support, with 85% of proxies received supporting it, 12% of proxies being open and 3% opposed to the resolution. These proxies respectively represented 64%, 2% and 34% of the shares voting on the resolution, and meant the resolutions would both easily have been passed by the required majority on a poll.

Elders will receive the funds from the Conditional Placement on 19 October 2009. The SPP remains open until 5pm on 23 October 2009, with funds from the SPP being received by the Company on 30 October 2009.

Completion of the institutional placement and SPP, together with the asset sales identified in the prospectus issued for the SPP are expected to raise approximately $989 million assuming the SPP raises the full $150 million. As set out in the prospectus, this would result in Elders reducing its pro-form net debt as at 30 June 2009 to approximately $200 million and pro-forma gearing to 14%.

Elders’ Chairman Stephen Gerlach told shareholders that approval of the resolutions would enable Elders to move ahead with its recapitalisation and refinancing process and emerge with a bigger and stronger balance sheet and an expanded share base with a significant increase in institutional investor support.

Elders Limited ABN 34 004 336 636 Registered office: Level 3, 27 Currie Street, Adelaide, South Australia 5000. Postal Address: GPO Box 1176, Adelaide, South Australia 5001. Telephone: (08) 8425 4000 Facsimile: (08) 8410 1597

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“Elders will have the balance sheet strength and financial security needed to implement our strategy of capitalising on the strength of the Elders brand and network and the productive capabilities of the Australian farming sector” said Mr Gerlach.

Chief Executive Malcolm Jackman said that the recapitalisation and refinancing would give Elders the financial platform to support its objective of generating improved returns for shareholders.

“Elders now has the financial strength and flexibility to address the earnings improvement opportunities that we see in our business. The uncertainty and demands of the refinancing and recapitalisation process have weighed heavily on our business for most of calendar 2009. I am grateful for the ongoing strong support of customers, suppliers and staff though this period. We can now turn to vigorous pursuit of our initiatives to expand and improve services, lift market share and increase returns to shareholders” he said.

Elders anticipates turnaround and significant improvement in underlying net profit after tax in FY10 with the prospectus forecasting the result improving from a loss of $26.9 million in the twelve months to 30 June 2009 to a profit of $55.7 million in the twelve months to 30 September 2010.

Further Comment:

Malcolm Jackman 0439 642 876 Chief Executive Officer

Further information:

Don Murchland 0439 300 932 Investor Relations Manager

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