Letter to the Shareholders Nordzucker AG - 2/2015

Letter to the shareholders Current information for the shareholders of Nordzucker AG, Nordzucker Holding AG and the partners of Union-Zucker S端dhannover GmbH Issue 02 | 10 June 2015

Dear shareholders, We closed the 2014/2015 financial year with a significant fall in earnings. Global overproduction, high stockpiles within the EU, measures implemented by the European Commission and an overall increase in the level of competition led to a notable downturn in business performance.

We generated consolidated revenues of EUR 1,866 million in the 2014/2015 financial year, around 20 per cent lower than in the previous year. The operating result (EBIT) totalled EUR 26 million, compared with EUR 299 million in the previous year, and the consolidated net income was also down considerably on the previous year at EUR 20 million. Earnings were far below our expectations overall.

Despite the difficult market situation, we were able to end the year without any debts. Equity amounted to EUR 1,272 million, compared with EUR 1,386 million in the previous year. As in the previous year, the equity ratio came to 59 per cent, well above the target level of 30 per cent. As a well-positioned company in the European sugar market, we have a very solid financial structure, which enables us to keep sight of our growth strategy and to remain in a position to act, even in a difficult market situation.

We will propose a dividend of EUR 0.10 per share at the Annual General Meeting on 16 July 2015.

A dividend of EUR 1.30 per share was paid in the previous year.

Outlook Due to persistently low prices, we unfortunately have to assume that it will be very difficult to achieve a positive result in this financial year. Generally speaking, changes in the sugar markets will only take effect at a gradual pace, as they are linked to long-term cultivation planning. In view of the impending reduction in cultivation area, prices are expected to go up again in the medium term, but the degree of com足 petition is likely to limit any such increase.

Despite the difficult earnings situation, our levels of investment for existing plants in 2015/2016 will remain on par with the previous year.

Nordzucker AG l P.O. Box 49 21 l D-38039 Braunschweig l Phone +49 531 2411-0 l ir@nordzucker.de l www.nordzucker.de

A focus on efficiency as well as the market and our customers We are channelling our efforts into work to further improve our efficiency. Our core task for the immediate future is to ensure that Nordzucker is profitable and market-oriented. To achieve this, we launched a new efficiency programme, FORCE, at the start of the year, which aims to significantly improve our short- and long-term profitability. We expect the programme to deliver savings of at least EUR 50 million per year, as we need to remain competitive in light of low prices. To this end, we are taking a very close look at all processes and all areas, from field planning to the customer. We are doing this within the context of sustainability and transparency in the entire production chain, as a clear focus on the market and our customers will enable us to lay the foundations today for success and growth in the future. This is the only way that we can take advantage of opportunities for international growth and possibilities that arise from the consolidation of the European sugar market.

Rethinking sugar The end of the current quota system will mean even more changes for the EU sugar market. Decades of regulations have had a long-term influence on how the market behaves and have significantly affected our business, too. After 2017, we will no longer be able to plan on the basis of a specified production volume, but instead will only be able to produce what customers want.

This requires us to rethink how we operate. You can read more about this in our current annual report www.nordzucker.de/aktionaere/aktuelles/top-thema.html Large variations in beet growth Following the outstanding 2014 beet year, numerous factors resulted in a more average beet harvest this year. The differences between the regions were particularly pronounced in 2015. This is true both internationally (row closure in Slovakia at the start of June, weak growth in Sweden) and domestically. Patchy stocks combined with slow growth in large parts of our southern cultivation area in Germany were a particular concern.

Nordzucker AG The Executive Board

Nordzucker AG l P.O. Box 49 21 l D-38039 Braunschweig l Phone +49 531 2411-0 l ir@nordzucker.de l www.nordzucker.de