Osem Investments Limited

Financial Statements

September 30, 2014 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD

Contents

Page

Updating the Description of the Corporation’s Business Activities A-OO

The Board of Directors' Report on the Company Business for the Nine Month Period ending 30 September 2014 A-I

Condensed Interim Consolidated Financial Statements as at 30 September 2014 (Unaudited)

Auditors' review report 1

Condensed Interim Consolidated Statement of Financial Position 2

Condensed Interim Consolidated Statement of Profit and Loss 4

Condensed Interim Consolidated Statement of Comprehensive Income and Expenses 5

Condensed Interim Consolidated Statement on Changes in Shareholders Equity 6

Condensed Interim Consolidated Statement of Cash Flows 8

Notes to the Condensed Interim Consolidated Financial Statements 9

Condensed Interim Separate Financial Statements as at 30 September 2014 (Unaudited)

Auditors' review report 13

Condensed Interim Information on Seperate Financial Position 14

Condensed Interim Information on Seperate Profit and Loss 16

Condensed Interim Information on Seperate Comprehensive Income and Expenses 17

Condensed Interim Information on Seperate Cash Flows 18

Additional Information 19

Report on the effectiveness of the internal control over the interim consolidated financial reporting WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

20 November 2014

Updating the Description of the Corporation’s Business Activities of Osem Investments Ltd. (hereinafter: "the Company”), as at 31.12.2013 (hereinafter: "the Periodic Report") and the Company's Quarterly Report as at 30.09.2014

Below are details of significant changes and/or innovations which took place in the Company's business during the nine months ending 30 September 2014 up until the report publication and which are required to to be described in the periodic report in accordance to regulation 39A of the Securities and Exchange Commission (Periodic and Immediate Reports), 1970. This update is referring to section numbers mentioned in the Description of the Corporation’s Business Activities for the Company's annual 2013 periodic report.

1. Areas of activities - update of section 2 Change in Structure – In the aim of accenting and strengthening the managerial focus and the synergy of the international activities of the Group, on 21 November 2013 the board of directors decided on a change of structure in the prepared foods division by creating a separate division which will focus on the international activities of the Group comprising Tivall Europe, Tribe USA, Osem UK, Osem USA, export activities of the Group and future international opportunities. As a part of this change, Tivall Israel activity is placed under the responsibility of the Culinary Division, and Sabra Salads activity remained an independent unit which will report directly to the CEO (despite not falling under the definition of reportable sector, thus it has been grouped into the culinary division due to similar economic aspects) the change took place in the beginning of 2014.

This change is in addition to a change already effected in the organizational structure, according to which the Snacks, the Bakery and Beverage, and the Breakfast Cereals divisions were combined and united to one business unit, reporting directly to the CEO. At the same time, a new division had been established, handling new businesses and innovation. The decision on the change in structure was made among other reasons, in order to improve the managerial span of control over new activities which, in their early stages, require management attention.

The reporting system is being managed in the form of a matrix in which there are overlapping systems of components. The overlapping systems entail a report according to business units under the responsibility of managers and reporting by product categories. This way for example, the culinary category products (such as soups) can be included in several business units (sales to the retail market within the framework of the culinary division, the exports in the international division and sales to the professional market under the professional market division). The reporting activity segments of the company is done in a way allowing estimation of the financial effects of the business activity and the economic surroundings in which it operates in accordance with management vision.

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In light of the above, the Group's reporting segments have been changed in 2014. The following are the reportable new segments in accordance to activity areas as specified below:

A. Culinary area - In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of branded food products sold on the retail market in Israel (not including exports included in the international division nor in the professional market which is reported under a separate segment). The main ones being, among others, pasta, soups, casseroles, baking aids, sauces, soup almonds, canned products, prepared meals and meat substitutes and salads.

B. Bakery, Beverages, Snacks and Breakfast Cereals area- In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of branded food products sold on the retail market in Israel (not including exports included in the international division nor in the professional market which is reported under a separate segment). The products in this area include the salty baked products (crackers and Lachmit), the sweet baked products (cakes and cookies), concentrates, chocolate milk powder and soluble coffee and also snack products (wheat snacks, peanut snacks, potato snacks and corn snacks, etc.), breakfast cereals and health bars.

C. International division area - In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of branded ambient, frozen and chilled food products sold overseas by either direct exports from Israel and via subsidiary companies operating overseas and include the companies Tribe in the USA (prepared meals and meat substitutes under the Veggie Patch brand and salads under the Tribe brand), Tivall Europe (including Tivall Holland, Tivall Czech and Tivall Sweeden) , Osem USA and Osem UK.

D. Infant Nutrition area – In this area the Group’s activities are carried out via Materna partnership, which develops, produces and/or sells and markets a wide variety of infant nutrition products which include mother’s milk substitutes, cereals, purees, biscuits and pastas for infants

E. Professional market and gift packages - In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of products sold in the professional market (hotels, restaurants, catering companies and other institutional concerns) and gift packages sold to employee commitees and companies via Assimim Gifit Package Company who also sell chocolate snacks to the retail market.

F. Other Activities area – In this area are included various activities which are not included in the activities mentioned above. The main ones being, among others, Bonjour frozen bakery products, iced tea (Nestea) ice cream, other purchased products and pet foods. The said activities are not material to the activity of the Group and do not meet the quantitative threshold to be presented in the financial statements as reportable segments. The said activities are not material to the activity of the Group and do not meet the quantitative threshold to be presented in the financial statements as reportable segments.

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2. Distribution of dividend - update of section 4 On 8 April 2014, the Company distributed a dividend for the sum of NIS 150 million.

3. Financial information on operating segments of the Company - Update to section 5 Following the changes concerning the reporting segments and in the areas of activity, as detailed in the update to the chapter in which the areas of activities are discussed (section 2), below are the company's financial data, divided into the new areas of activities (in KNIS):

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Bakery, Professional International Culinary beverages, market and division Infant Other Area snacks gift Area Nutrition Adjustments Year 2013 Consolidated and packages Area for the breakfast Area consolidated cereals Revenue from the operating segment 956,212 1,118,786 412,460 629,847 358,644 759,757 (45,659) 4,190,047 Attributable fixed costs 345,991 370,647 84,853 223,649 136,810 412,548 - 1,376,775 Attributable variable costs 486,913 505,733 302,149 353,982 159,683 814,749 (36,673) 2,284,714 Results from the activity area 123,308 242,406 25,458 52,216 62,151 32,005 (8,986) 528,558 Part attributed to the owner of the parent company 123,308 242,406 24,788 52,216 62,151 32,005 )5,759( 849,555 The part attributed to the non controlling interests - - 670 - 670 Assets which are attributed to the activity area 236,027 186,324 120,653 512,578 614,449 276,746 1,695,511 3,642,288 Liabilities which are attributed to the activity area - 11,569 9,129 84,180 413,843 36,427 834,267 1,389,415

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Bakery, Professional International Culinary beverages, market and division Infant Other Area snacks gift Area Nutrition Adjustments Year 2012 Consolidated and packages Area for the breakfast Area consolidated cereals Revenue from the operating segment 926,858 1,093,388 392,118 668,546 355,058 697,383 (41,758) 4,091,593

Attributable fixed costs 318,081 356,875 82,920 245,934 133,124 193,915 - 1,330,849 Attributable variable costs 476,725 524,476 289,792 375,498 162,707 453,257 (33,263) 2,249,202 Results from the activity area 132,052 212,037 19,406 47,114 59,228 50,201 (8,495) 511,543 Part attributed to the owner of the parent company 132,052 212,037 18,725 47,114 59,228 50,201 (8,495) 510,862 The part attributed to the non controlling interests - - 681 - - - - 681 Assets which are attributed to the activity area 228,765 195,655 114,330 543,224 577,194 268,529 1,496,473 3,424,170 Liabilities which are attributed to the activity area - 2,575 6,509 79,574 424,937 41,353 825,778 1,380,726

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Bakery, Professional International Culinary beverages, market and division Infant Other Area snacks gift Area Nutrition Adjustments Year 2011 Consolidated and packages Area for the breakfast Area consolidated cereals Revenue from the operating segment 908,545 1,038,247 385,074 639,952 369,249 658,120 (38,310) 3,960,877

Attributable fixed costs 323,996 340,624 85,262 222,809 136,202 183,733 - 1,293,062

Attributable variable costs 459,772 479,799 284,356 386,051 167,001 417,790 (30,250) 2,164,519 Results from the activity area 124,777 217,824 15,456 31,092 65,610 56,597 (8,060) 503,296 Part attributed to the owner of the parent company 124,777 217,824 15,478 31,092 65,610 56,597 (8,060) 503,318 The part attributed to the non controlling interests - - (22) - - - - (22)

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4. Regulatory developments - update of section 6.4 In March 2014 the Law for the Promotion of Competition in the Food Industry (Food Law) was approved which deals with, among others, the regulation of suppliers and wholesalers and the geographical competition among wholesalers, this being based on the recommendations of the Food Committee, the law will become effective on 15.1.2015. At this early stage, it is not possible to estimate the effects of changes that will occur due to the law. At this stage one time accruals have been made in the amount of NIS 9,800 thousand resulting from the expected changes in the commerce organization as the result of preparations in anticipation of the law.

5. Culinary area - update of section 7

7.1 General Information on the Area of Activity

A. Structure of Category and Recent Changes

The culinary area focuses on the development, manufacturing and/or sale, marketing and distribution of food products sold on the retail market in Israel. These food products are used as basic elements in preparing a meal at home and which are integral parts of home-made cooking and preparing the main meal. This area includes mainly the pasta products, the soups, the casseroles, baking accessories, sauces, soup almonds and pickles. Also included in the vegetable based foods and frozen meat analogues such as schnitzel, hamburgers, sausages and ready-made meals based on soy and vegetable and chilled salads (hummus, tehina, eggplant etc.). The category is characterized by high competitiveness accompanied by high advertising costs. The Groups brands are of the leading ones in this area. Moreover, the level of innovation and development of the new products is high.

B. Changes in the scope of activity and in profitability

During the last few years, competition in this category from both the manufacturers and the private labels has increased. Despite the above, the Group continued to grow in this area, among others, due to innovation and development of new products.

C. Market developments in this area or changes in customer profile

This area of activity is based on the basic ingredients for preparing a meal and/or convenience products comprising the meal and is supposed to respond to the consumer need to prepare a home meal through product renovation and innovation, coupled with a tendency towards and a need for products with improved nutritional values. The Group intends to respond to this developing trend by constant new product development and innovation, and by additional marketing investment in the brands.

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Key success factors affecting the Group success in this area of activity are based specialized knowhow developed by the Group in part of the products and by strengthening the Group brands and maintaining their position as market leaders by brand building activities and by maintaining high product quality. Another critical success factor is the product development and innovation level. Another critical success factor is expressed by maintaining competitiveness by being constantly efficient.

E. Main entry barriers in this area of activity and changes to them

Main market entry barriers include the constant need for innovation and new product development, the need to build and maintain strong brands, the need for the necessary technology and knowledge for production, and the need to invest in equipment and machinery. The need for distribution and logistics can also be a barrier in some cases, and kosher restrictions sometimes pose limitations to penetration, especially when imports are involved.

F. Substitute products in this area of activity and changes to them

The food industry on the whole is a mature and competitive industry and these features apply also to this area of activity. As in other food sectors, also in this area of activity there are substitute products in this category, manufactured by competitors. There are also imported goods and private labels of the retail chains. The Group acts to address the alternative products on the market by branding its products, maintaining high quality, constant innovation and efficiency, investment in marketing and advertising, by building and maintaining its brands, this in addition to the strategic alliance Osem has with the world leading food company – Nestle, which is at the forefront of innovation and technological advancement of the food business.

G. Competitive structure of the area of activity and changes to them.

The market in this area of activity is competitive. There is competition from other manufacturers, both from the private labels of the grocery chains, and from imported goods.

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7.2 Products

A. The main products of the Group in this category are marketed, primarily, under the Corporate Brand "Osem". This corporate brand includes, among other things, the pasta products, the soups, the casseroles, the sauces/dressing soup almonds and the baking accessories. The pickles are mainly sold under the “Beit Hashita” brands. B. The frozen products include vegetarian foods and meat substitutes (schnitzels, hamburgers, sausages, and ready-made meals based on soy) and products containing vegetables being marketed under the brand "Tivall". The chilled products include salads (hummus, tahina, eggplants etc.) are marketed under the brand "Sabra salads". C. A large part of the Group’s products in this category are manufactured in the Group factories in Israel although there are some imports as well. The Group sells markets and distributes its products to the retail market in Israel. 7.3 Breakdown of Income and Product Profitability

Below please see figures on the Group's income in this activity area. In this framework there is no group of products whose income rate represents 10% or more from the total income of the Company.

Similar products group Income in KNIS % of the Group total income 2013 2012 2011 2013 2012 2011 Culinary Food 956,212 926,858 908,545 22.8% 22.7% 22.9%

7.4 New Products

In 2013, the Group launched into the market products whose development had been completed; these mainly included special yeast flour for baking of Pizza and Fuccaza, a seasoning mixture series for meat balls and rice, a root vegetable seasoning soup, additional flavors in the instant soups "end of snacking" and XL soup series (instant soup rich with vegetables and additions), baked pasta with roasted noodles and Ptitim Plus series with the nutritional added value. In the chilled salads area, new salads with additional flavors under the "King of Hummus" series in the Chef Rafi Cohen series and in the area of meat substitutes, vegetable based muffins.

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7.5 Competition

A. In the Culinary Food area, the Group operates in a competitive market and faces competition from manufacturers, private labels of the grocery retail chains, and importers. The main competitors of the group are "Telma - Unilever", "Sugat", "Yavne Preserves", "Pri Nir", "Zoglobeck", "Tapugan", "Strauss Group", "Shamir Salads" and "Miki Delicacies". The private labels, importers and a large number of other medium and small sized manufactures.

B. The table below shows the Group’s monetary market shares in Israel for the year 2013, referring to key culinary products in the table is based on weighted data derived from StorNext's data collected from the bar-coded retail market. The figures are based on a population of about 2200 stores in the organized market (Shufersal, Mega retailing, Coop Israel) and in the private market (private chains, minimarkets, grocery stores, and convenience stores) which transmit real time sales data from their cash boxes to Store Next, and which constitute 80% of the total bar-coded FMCG market in Israel. On the basis of this data and via a statistically progressive model, a statistical extrapolation is performed for the entire 100% sales in the organized and the private market in Israel. The data does not represent the entire market situation as it does not include the sales of kiosk, pharms and open markets, the Food Service market (hotels, restaurants, catering services, etc), specialized shops and outlets in the Arab sector:

Product Group Weighted Market Share

Pasta 56%

Soups and Casseroles 40%

Sauces and seasonings 34%

Pickles 36%

Ready-made meal / vegetable-based 55% and meat analogues

Salads 38%

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C. There are other factors which affect the Group's competitive position, in the Group's estimate. These are linked to the strengthening of the Group's ability to cope with the competition in Snacks and Bakery and with the increasing dominance of the private label. The Group rises to the challenge by focusing all its marketing, advertising and sales promotion efforts, by building and strengthening its brands, by continuous improvement and rationalization processes, by keeping a large and professional distribution network for its products, by strategic cooperation with Nestle, by launching new products as well as by developing advanced technologies through Group's own development initiatives. In addition, the Group puts emphasis on innovation, on creating a nutritional advantage, and on strengthening the “Osem” brand as all as strengthening the other brands of the Group. With the knowledge and/or know-how provided by Nestle, the Group invests resources and efforts in adopting technologies resulting from Nestlé's R&D efforts. The Group also invests in its own R&D initiatives so as to differentiate its products from competitor's products both in innovation and in high technological level. All these resources and efforts are utilized to differentiate the Group's products from those of its competitors - in innovation and technology and in their high quality. The Group also strives to provide good reliable, loyal, timely and high quality service and at the same time maintain the efficiency of its supply chain. The group has over the years, built itself an image of technological advance, quality and service and is situated as a leader in this activity.

7.6 Seasonality

There is no definitive seasonal trend in the culinary foods area. Together with this, in this area there is a seasonal effect mainly due to the soups which are sold more during the winter (the 1ST and the 4TH quarters) and the timing of Holidays and special festivals also affect this activity. Below see the breakdown of income, by quarters, (in thousands NIS):

Year 2013 Year 2012

% of the total % of the total Income in Income in income income thousands thousands The Culinary The Culinary NIS NIS Area Area 1ST Quarter 225,701 23.6% 231,718 25.0%

2ND Quarter 238,045 24.9% 215,903 23.3%

3RD Quarter 241,389 25.2% 238,760 25.8%

4TH Quarter 251,077 26.3% 240,477 25.9%

Total 956,212 100.0% 926,858 100.0%

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7.7 Production Capacity

The Group's maximum annual production capacity potential during the year 2013, utilizing 3 shifts, was about 178,000 tons. Average utilization rate for the actual production in the year 2013 was about 42%, with the production lines operating in one to three shifts per day. It should be noted that production capability data and utilization relate to products produces for the professional market and for export (international division). Most of the production lines in the Group factories are automated or semi automated, but there are also some manual lines.

7.8 Fixed Assets and Facilities

Below see a description of the main real estate and other material fixed assets of the Group, which are used in culinary food area.

A. Sderot Factory - is used mainly for the manufacture of seasoning products, soups, sauces, toasted pasta, casseroles, soup alomonds and bakery accessories, but also manufactures products for other activity areas such as snacks and breakfast cereals, bakery and chocolate milk products under the Nesquick brand. And products for the professional market and export products for the international division. The factory is located in Sderot industrial zone on a plot of land of about 53 dunams (including the R&D Center) and its built area comprises about 29,000 m2. The Group leases the land from the Israel Lands Administration (ILA) under a capitalized perpetual lease.

B. Yokneam Factory- is used for the manufacture of noodles and bread crumbs but also manufactures products for other activity areas, such as bakery products and savoury snacks. And products for the professional market and export products for the international division. The factory is located in the Yokneam industrial zone on a plot of land of about 30 dunams (about 0.75 acre) and its built area comprises about 19,000 m2. The Group leases the land from the Israel Lands Administration (ILA) under a capitalized perpetual lease.

C. Beit Hashita Factory - is used for the manufacture of pickles, lemon concentrate and vinegar but also manufactures products for other activity areas, such as concentrates. And products for the professional market and export products for the international division. The factory is located a plot of land of about 59 dunams (about 0.75 acre) and its built area comprises about 21,000 m2. The factory is located in Kibbutz Beit Hashita on a plot of land of about 59 dunams (about 14.5 acres) and its built area comprises about 21,000 m2. The Group leases the land from Kibbutz Beit Hashita under a long-term lease agreement which will end, for the majority of the leased plots, on 31.5.2026 (subject to various adaptations for the lease period which the parties may insert).

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D. Tivall factory in Kibbutz Lohamey Hagetaot- the factory is used for the production of schnitzels, hamburgers, sausages, and ready-made meals based on meat analogues and products based on vegetables, yet manufactures products for other activity areas for the professional market, and exports for the international division. The factory is located in Kibbutz Lohamey Hagetaot. Based on long-term lease agreement which will end in February 2024, the Group leases the land of about 15 dunams (about 0.75 acre) and its built area comprises about 11,700 m2 from Kibbutz Lohamey Hagetaot. The production lines are highly innovative; most of them are automated.

E. Sabra Salads factory in Kiryat-Gat - a factory used for the production of salads, yet manufactures products for other activity areas for the professional market, and exports for the international division. The factory is located a plot of land of about 36 dunams (about 0.75 acre) and its built area comprises about 9,600 m2.

In its books, the Group depreciates the main machinery and equipment of its various factories relating to this area of activity for a period of 5-15 years.

7.9 Research & Development

The Group uses Nestle's know-how and technology. In addition, Osem through its own Technology teams develops a variety of products in the culinary area.

The Group is active in R&D, mainly using its own resources but is also aided by the Law for Encouragement of Research and Development in Industry 1984, under which the State of Israel has approved, via its Chief Scientist, several R&D initiatives in the industry. At the same time, the Group has undertaken in some of the plans, to pay royalties to the State of Israel. As at the date of 31 December 2013, the liability to the Chief Scientist in regards to royalty payments reached amounts that are not material.

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7.10 Human Resources A. For the Group organizational chart and for further details on the Group's Human Resources, see paragraph 19 in this section below. B. Below see a breakdown of the Group headcount for the area of Culinary Food as at 31.12.13, which includes direct Production and Administration/Management. This is because the culinary food products are manufactured in several sites (Yokneam, Sderot and Beit Hashita) in which Snacks and Breakfast Cereals, Bakery and Beverage are also manufactured. In addition, there are general production workers in the culinary area who also produce for the professional area and export products for the international division but since their main activity is in the culinary area, they are included as workers in this area. In addition, there are also general production workers (such as: Quality assurance staff, technologists, maintenance workers, factory management etc.) which cannot be directly attributed to the activities of specific field and therefore weren’t counted in the table, but are included in the table in section 19 below. The majority of the commerce and sales employees of the Group are recorded under the Osem Group Commerce Company which provides sales, distribution, logistics and commerce services to all the Group's operating segments in Israel. Number of Employees Number of Employees as as at 31.12.13 at 31.12.12 Production 686 723 Administration/Management 35 40 Sales and Marketing 29 29

7.11 Suppliers and Raw Materials

A. The main raw materials used by the Group for this area of activity are flour, oil, vegetables (cucumbers, olives, tomato concentrate), sugar, albumin, soy, hummus, tehina and starch. B. The main packaging materials used for this segment are flexible packaging, plastic, cardboard and tin cans. The packing materials are purchased from different manufacturers, mostly in Israel and some of them outside Israel. C. Some of the products in this area of activity are imported to Israel as finished goods for example pasta. D. Availability of raw materials purchased overseas depends among other factors on the frequency and regularity of maritime and air freight and on the regular and uninterrupted activity of the Israeli ports.

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E. Some of the raw materials are commodities whose price is affected by price fluctuations on the commodities markets on stock exchanges around the world and by fluctuations in foreign currency exchange rates. These raw materials are produced from organic sources (such as sugar and flour) and their prices are therefore affected by climatic changes, duration of ripening period, etc. F. Osem uses the services of the Nestle Strategic Purchasing Centre which specializes in sourcing suppliers of raw materials and packaging that conform to the Nestle quality specifications, while achieving optimal prices based on Nestlé's economies of scale. But in effect, the Group executes the purchasing by paying directly to the raw material supplier. G. The Group usually purchases its raw & packaging materials, through the Group's Central Purchasing Unit, from a large number of suppliers and chooses its suppliers according to the quality of the merchandise they offer, its availability and reliability, according to the suppliers’ financial stability and by the prices they offer. In its purchasing and in its selection of overseas suppliers, the Group achieves optimization in quality and price and this among other reasons because it utilizes Nestle sourcing and information, which have been obtained by Bench-marking. H. As a rule, the Group's policy is to contract with more than one supplier for each of its main raw materials, so that an alternative supplier could be approached if one supplier will discontinue supplying the materials for any reason. As at the Group's financial statements publication date, the Group has designated at least 2 suppliers for each of its main raw materials mentioned above. In secondary raw materials (which belong mainly to the flavoring additives group), the Group works with one supplier only, and this is for reasons of kosher certification or because the recipe or composition is exclusive. In the opinion of the Company, these raw materials have no material effect on the business activity of the Group, they can be replaced in a short period of time by an identical or similar material from another supplier, if necessary, without any a significant adverse impact on the Company and in any case the Company has no dependency on any of these suppliers.

I. The majority of the Group's agreements with its suppliers are framework purchasing agreements for periods ranging between 3-12 months. These agreements specify delivery times, prices, quality standards, quantities and credit terms. Some of the raw materials are commodities.

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6. Bakery, beverages, snacks and breakfast cereals area (update to section 8)

8.1 General Information on the Area of Activity A. Structure of Category and Recent Changes This area of activity area of activity includes bakery and beverages, snacks and breakfast cereal activities. The area focuses on the development, manufacture and/or selling, marketing and distribution in the retail market in Israel of food products which are used as a convenient and immediate solution for eating or drinking between meals and in breaks for pampering and enjoyment. This activity area includes the snack products (wheat, peanut, potato and corn-based snacks, etc.), mainly fried snacks, extruded snacks, baked and roasted. In addition, this area of activity includes the breakfast cereals and health snacks. In addition this activity area includes the savoury bakery products (e.g. crackers and Lachimit), the sweet bakery (cakes, cookies and biscuits), concentrates and instant coffee. These products are characterized by long shelf life ranging between several months to about two years. They are stored and delivered at room temperature. The category is characterized by high competitiveness accompanied by high advertising costs. The Groups brands are of the leading ones in this area. Moreover, the innovation and development of the new products are high.

B. Changes in the scope of activity and in profitability During the last few years, competition in this category from the manufacturers, imported products and private labels has increased. Despite the above, the growth in sales of the Group increased and as a result of increased marketing efforts and new product introduction.

C. Market developments in this area or changes in customer profile This area is supposed to provide a response to the consumer's need for excitement, fun, and pleasure and this is to be achieved through product renovation and innovation. At the same time, there is a tendency towards and a need for health and wellness products. The Group acts to give a response to this developing trend by constant new product development and innovation, and by additional marketing investment in the brands.

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D. Key Success Factors in this Area of activity and changes to them Key success factors affecting the Group success in this area of activity are based on strengthening the Group brands and maintaining their position as market leaders by brand building activities and by maintaining high product quality and by the distribution and availability of the products, especially in the Impulse market. Another Key Success Factor is the product development and innovation level. The Group utilizes the know-how and expertise of the Nestle R&D Centre in Sderot. Another critical success factor is expressed by maintaining the competition skill using constant efficiency.

E. Main entry barriers in this area of activity and recent changes For details regarding the entry barriers and recent changes in this area see paragraph 7.1(E) above, with the necessary changes.

F. Substitute products in this area of activity and changes to them For details regarding the entry barriers and recent changes in this area see paragraph 7.1(E) above, with the necessary changes.

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G. Competitive structure in this area and changes effected For details regarding the competitive structure in the area of activity and recent changes in this area see paragraph 7.1(E) above, with the necessary changes.

8.2 Products

A. The main products of the Group in this category are marketed, primarily, under the Corporate Brand "Osem" and also under the Corporate Brand "Nestlé". The products included under the Osem brand are among others "Bamba", "Bissli", "Apropo", "Dubonim", "Baygele Osem" (pretzels) and "Chipsy" in the savoury snack category. And the brands “Lachmit”, "Crispy", "Osem Cracker", "Habait Cakes", "Argaliot", "Toastaim" and "Petit Beurre".

The products under the Nestle brand include mainly the Nestle coffee brands of "Nescafe Red Mug", "Nescafe Gold" and "Nescafe Taster's Choice", "Nescafe Capucino, and the "Nesquik" chocolate milk powder. Nestlé breakfast cereal under brands "Crunch", "Fitness", "Cheerios" and others, and also the health snacks (bars) under the "Fitness" brand.

The concentrates are sold mainly under the "Assis" and “Vitaminchik” brands.

A large part of the Group’s products in this category are manufactured in the Group factories in Israel and some - mainly coffee and breakfast cereals a - are imported from Nestle (although some of the breakfast cereals are manufactured also in Israel). Some products in this field are being manufactured by secondary manufacturers.

8.3 Breakdown of Income and Product Profitability

The table below shows the breakdown of the Group’s income which derive from similar product categories falling under this activity and which account for 10% or more of the total of the Group revenues, as per the following

"Snacks" – include mainly wheat snacks, peanut snacks, potato snacks and corn snacks. Except for snacks, in the rest of the products in the group, there is no group of products whose income rate represents 10% or more from the total income of the Company.

Similar products Income in thousands NIS % of the Group total group income 2013 2012 2011 2013 2012 2011 Snacks 472,544 461,085 453,250 11.3% 11.3% 11.4% Other 646,242 632,303 584,997 15.4% 15.4% 14.8%

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8.4 New Products

In 2013, the Group launched to the market products whose development was completed and new Nestle products. The new products mainly include a variety of snacks in new flavours, shapes and sizes under the "Bamba", "Bissli", "Apropo", "Dubonim", and Baygele Osem (pretzels) brands; new flavoured cereal (under the brands "Crunch", "Fitness", "Cheerios"); also expanding the verity of the health snacks ("fitness" bar). In the bakery world new products were launched under the "Crispy" and "Lachmit" brands, new cakes (brownies, sponge and yeast cakes), new cookies, and expansion of the "Prihonim" rice cakes product range. In addition, the "Nescafe Cappuccino" series was expanded and drinking syrup with a new flavor was launched under the "Vitaminchik" brand.

8.5 Competition

A. In this food area, the Group operates in a competitive market and faces competition from manufacturers, private labels of the grocery retail chains, and importers. The Group's main competitors are "Strauss-Elite", "Telma-Unilever", "Kellogg’s", "Diplomat-Kraft", "Prigat", "Yachin", the private labels, the importers, and a large number of other medium to small-scale

B. The table below shows the Group’s market shares (based on monetary value) for the year 2013, referring to bakery, coffee, concentrates, snacks (fried, extruded, baked and roasted snacks), and Breakfast Cereals showing weighted figures which are based on Store Next data collected in the bar-coded retail market and are calculated as detailed in paragraph 7.5(B) in this section, above.

Product Group Weighted Market Share

Snacks 38%

Breakfast Cereals 25%

Cakes 40%

Crackers 42%

Drink concentrates 56%

Soluble coffee 42%

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C. The other factors which affect the Group's competitive position, in the Group's estimate, as detailed in paragraph 7.5(C) in this section, above.

8.6 Seasonality

There is no definitive seasonal trend in this area. Together with this, the level of income in this area of activity is affected, among others, by the timing of the Holidays. Below see the breakdown of income, by quarters, (in thousands NIS):

Year 2013 Year 2012

Income in % of the total income Income in % of the total income thousands bakery, beverages, thousands bakery, beverages, NIS snacks and breakfast NIS snacks and breakfast cereals area cereals area 1ST Quarter 287,734 25.7% 299,490 27.4%

2ND Quarter 275,770 24.6% 242,603 22.2%

3RD Quarter 281,771 25.2% 273,583 25.0%

4TH Quarter 273,511 24.4% 277,712 25.4%

Total 1,118,786 100.0% 1,093,388 100.0%

Production Capacity

The Group's maximum annual production capacity potential during the year 2013, utilizing 3 shifts, was about 80,000 tons. Average utilization rate for the actual production in the year 2013 was about 50%, with the production lines operating in one to three shifts per day. It should be noted that production capability data and utilization relate to products produces for the professional market and for export (international division). Most of the production lines in the Group factories are automated or semi automated, but there are some manual lines.

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8.8 Fixed Assets and Facilities

Below are descriptions of the main real estate and other material fixed assets of the Group, which are used in the bakery, beverages, snacks and breakfast cereals area.

A. Sderot Factory – is used for the manufacture of snacks and breakfast cereals but also manufactures products for other activity areas, (such as seasoning products, soups, sauces, toasted pasta, casseroles, soup almonds, baking aids, as well as milk chocolate powder beverage under the "Nesquik" brand, and also products for the professional market and export for the international division). For details regarding the factory see paragraph 7.8(A) in this section, above.

B. Yokneam factory - is used for the manufacture of snacks products, but also manufactures products for other activity areas (such as bakery products, noodles and bread crumbs, and also products for the professional market and export for the international division.). For details regarding the factory see paragraph 7.8(B) in this section, above.

C. Holon Factory – is used for the manufacture of snacks and products in other areas of activity (professional market and export products for the international division) The factory is located in the Holon industrial zone on a plot of land of about 3 dunams (about 0.75 acre) and its built area comprises about 1,650 m2. The factory if fully owned by the Group. In addition, the Group leases an additional plot of about 1500 m2 (built area of 650 m2) under an unprotected lease, for short term, with an option to extend the lease term.

D. Beit Hashita factory - is used for the manufacture of drinking syrups but also manufactures products for other activity areas (such as pickles, lemon juice concentrate, and vinegar, and also products for the professional market and export for the international division). The factory is located a plot of land of about 59 dunams (about 0.75 acre) and its built area comprises about 21,000 m2. The factory is located in Kibbutz Beit Hashita on a plot of land of about 59 dunams (about 14.5 acres) and its built area comprises about 21,000 m2. The Group leases the land from Kibbutz Beit Hashita under a long-term lease agreement which will end, for the majority of the leased plots, on 31.5.2026 (subject to various adaptations for the lease period which the parties may insert). In its books, the Group depreciates the main machinery and equipment of its various factories relating to this area of activity for a period of 5-15 years.

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8.9 Research & Development In 2002, Nestle established its global Snack R&D Centre in Sderot Israel, mainly acting with snacks and bakery products in a building which is leased from the Group, and which is adjacent to the Sderot factory. The Group uses the know-how and technology that were developed and will be developed in the future. In addition, Osem through its own Technology teams develops a variety of products in this area. The Group is active in R&D, mainly using its own resources but is also aided by the Law for Encouragement of Research and Development in Industry 1984, under which the State of Israel has approved, via its Chief Scientist, several R&D initiatives in the industry. 8.10 Human Resources A. For the Group organizational chart and for further details on the Group's Human Resources, see paragraph 19 in this section below. B. Below see a breakdown of the Group headcount in the area of activity as at 31.12.13. It should be mentioned that the production workers in the group's factories are portable between the production lines according to demands, and thus their number in the table below changes according to the company's needs. This is due to the fact that the pastry, beverages, snacks and cereal are manufactured in a few separate sites, in three of them (Beit Hashita, Yokneam and Sderot) products for the culinary fields are being manufactured as well. Additionally, the production workers of this field also make products for the professional market and products for the international division. Since most of their work is under this food area, they are included as workers of this field. In addition, there are also general production workers (such as: Quality assurance staff, technologists, maintenance workers, factory management etc.) which cannot be directly attributed to the activities of specific field and therefore weren’t counted in the table, but are included in the table in section 19 below. The majority of the commerce and sales employees of the Group are recorded under the Osem Group Commerce Company which provides sales, distribution, logistics and commerce services to all the Group's operating segments in Israel.

Number of Employees Number of Employees as at 31.12.13 as at 31.12.12

Production 553 579

Administration/Management 7 10

Sales and Marketing 13 12

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8.11 Suppliers and Raw Materials A. The main raw materials used by the Group for this area of activity are flour, corn, oil, and peanut butter potatoes and starches, sugar, eggs, chocolate components and fillings. B. The main packaging materials used for this segment are flexible packaging, plastic and cardboard. The packing materials are purchased from different manufacturers, mostly in Israel and some of them outside Israel. C. Some of the products in this area of activity are imported to Israel as finished goods. The main import is from Nestle and it primarily includes the import of soluble coffee and breakfast cereals. For further details on the raw materials and suppliers the Group uses for the manufacturing of its products, see also details as described in paragraphs 7.11(E)- 7.11(I) in this section, above.

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7. Professional and gift packages area of activity - update to section 9

9.1 General Information on the Area of Activity

A. Structure of Category and Recent Changes This area of activity focuses on the development, manufacture and / or sales, marketing and distribution of the group's products from other segments as well as other manufacturers' products being sold to the professional market in Israel. The professional market includes hotels, restaurants, catering companies and other facilities and institutions (nursing homes, hospitals, etc.). This area of activity also includes the subsidiary Assamim Gift Parcels which sells gift baskets to recognized employee committees, corporations and institutional concerns. Assamim Gift Parcels also imports, markets and distributes the Nestle chocolate products to the retail market.

B. Changes in the scope of activity and in profitability An increase in the standard of living and GDP per capita positively affects leisure and increases the volume of activity of hotels and restaurants, which impacts positively on the growth activity of the professional market.

C. Market developments in this area or changes in customer profile Much of this activity is done with specialized professionals such as chefs in restaurants, hotels and institutions, and therefore it is necessary to competently work with these factors. Osem holds a team of specialized chefs in working with chefs among customers. In addition to that the Academy of Osem Nestle Professional was established; offering a variety of workshops for the professional market (hotels, restaurants, and other institutions) led by renowned professional chefs and experts with extensive experience.

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D. Key Success Factors in this Area of activity and changes to them Key success factors affecting the Group success in this area of activity are based on strengthening the Group brands and maintaining their position as market leaders while maintaining high product quality. Moreover, Unique professional skills enabling building menus and working with professional (such as chefs) among customers. Critical success factor is the products prevalence and availability, and the ability to provide an immediate response to pressing needs, immediate distribution and completion of deficiencies in restaurants, hotels and institutions. Another Key Success Factor is the product development and innovation level, and professional dexterity associated with quality of service. The Group is assisted in this matter knowledge and advice of specialized factors of the "Nestle Professionals" world. Another critical success factor is expressed by maintaining the competition skill using constant efficiency. Another critical success factor is expressed by maintaining the competition skill using constant efficiency.

E. Main entry barriers in this area of activity and recent changes Main market entry barriers include the unique professional skills needed when working with professionals in the professional market, distribution and logistics systems may constitute in part of the cases and also maintaining constant availability. The requirement of a wide range of products also constitutes an entrance barrier, also the requirement for investment in equipment at customer's locations.

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F. Substitute products in this area of activity and changes to them The food industry on the whole is a mature and competitive industry and these features apply also to this area of activity. As in other food sectors, also in this area of activity there are substitute products in this category, manufactured by competitors, also products by other big manufacturers with a hold in the professional market ("Tnuva", "Unilever", and "Strauss" and others). Besides, in restaurants, hotels, catering companies and institutions in which the cooking and baking process is taking place, exists the possibility of using basic raw materials as a substitute. Under the Gift Parcels field, there are substitute products by competitors and gift certificates which are given to the employees by the employee committees and companies as a holiday present and constitute as a substitute to Gift Parcels. The Group also works towards giving a response to the existing substitute products by branding its products, maintaining their high quality, and constant innovation and efficiency. For chocolate snacks imported from Nestle, the group responds to substitute products existing in the market via branding of products and maintaining high quality levels.

G. Competitive structure in the area of activity and changes effected. In the professional market there is competition in this area with other big manufacturers with a hold in the professional market, and with wholesalers providing basic raw materials for preparing meals. Under the gift packages field, there is also competition with companies which supply gift certificates and purchase vouchers as a holiday present to their employees.

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9.2 Products A. The products of the Group in this category including products in other areas of activity are marketed, primarily, under the Corporate Brand "Osem", "Tivall" and "Sabra" and other special brands of the professional market and under the Corporate Brand "Nestlé". In this area ("Nestle Professional") the products under the brand "Assamim Gift Parcels" include mainly products by Osem and Nestle (salty snacks, pastries, Nestle chocolates, Nestle nescafé etc.) and products by other manufacturers (such as wine). The chocolate snacks being imported from Nestle are sold in the retail market mainly under the brands "Kit-Kat", "crunch", "smarties" and "Bacci". Osem distributes to the customers of the professional market products by other manufacturers like "Tapugan", "Milotal", "Of-Tov", "Dorot" and "Landwer".

B. Part of the Group’s products in this category are manufactured in the Group factories in Israel and some (mainly chocolate snacks) are imported from Nestle. Some products in this field are being manufactured by other Israeli manufacturers. In this field the Group sells, markets and distributes its products in Israel.

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9.3 Breakdown of Income and Product Profitability Below please see figures on the Group's income in this activity area. In this framework there is no group of products whose income rate represents 10% or more from the total income of the Company.

Similar products Income in thousands NIS % of the Group total income group 2013 2012 2011 2013 2012 2011 Professional market and gift packages 412,460 392,118 385,074 9.8% 9.6% 9.7% area

9.4 New Products In 2013, the Group launched into the market products whose development had been completed; these mainly included special products for the professional market like "Nescafe Milano", Artizinal bread by Bonjour, products from the culinary world and new chocolate snacks imported from Nestle.

9.5 Competition A. In the professional market there is competition between the large local food manufacturers specializing in the professional market ("Tnuva", "Unilever" and "Strauss") and also with wholesalers providing basic raw materials for preparing meals. Under the Gift Parcels field, there is also competition with competing manufactures (Strauss) and with companies which supply gift certificates and purchase vouchers as a holiday present for their employees.

B. In this area Osem's sales are mainly to the professional market, which includes restaurants, hotels, catering companies and other facilities and institutions (eg. nursing homes, hospitals, etc.), and selling Gift Parcels to employee comittees and institutional bodies. Naturally, there is no monitoring by bodies like StoreNext or Nielsen when it comes to market share in this segment.

C. Factors that affect or may affect the Group's estimate of the Group's competitive position are the level of professionalism and quality of service provided to customers in the professional market and the high level of availability as well as the ability to meet to the needs of the professional market by using unique solutions.

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9.6 Seasonality In this area of activity the Group has a wide and balanced product range and this partially offsets the effect of seasonality. The sales of gift parcels focus mainly on the holiday season, thus influenced by the timing of the Passover Holiday and the timing of the Jewish High Holidays. Below see the breakdown of income, by quarters, (in thousands NIS):

Year 2013 Year 2012

Income in % of the total Income in % of the total thousands NIS income thousands NIS income Professional Professional market market and gift and gift packages packages Area Area

1ST QTR 100,776 24.4% 98,276 25.1%

2ND QTR 97,649 23.7% 86,259 22.0% 3RD QTR 100,216 24.3% 100,074 25.5% 4TH QTR 113,819 27.6% 107,509 27.4% Total 412,460 100.0% 392,118 100.0%

9.7 Production Capacity Products for the professional market are produced in factories of other activity areas (culinary, bakery, snacks ,breakfast cereals and others) therefore the maximum potential production capacity as well as the average utilization of production lines is included in other areas of activity.

9.8 Fixed Assets and Facilities Below see a description of the main real estate and other material fixed assets of the Group, which are used in professional and gift packages area of activity.

A. In this area of activity there is no manufacturing factory of its own, and in fact, the products that are sold to the professional market are being manufactured on the same sites of the other areas of activity (the culinary food area and the bakery, beverages, snacks and cereals and other areas.) B. The parcel preparation activity and the warehouses are located in a site the Company leased in Or-Akiva industrial zone on a plot of about 4,650 m2. In its books, the Group depreciates the main equipment relating to this area of activity for a period of 5-15 years.

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9.9 Research & Development The Group uses, among others, Nestle's know-how and technology. In addition, Osem through its own Technology teams develops a variety of products in the professional area. 9.10 Human Resources A. For the Group organizational chart and for further details on the Group's Human Resources, see paragraph 19 in this section below.

B. Below see a breakdown of the Group headcount for the professional and gift packages area of activity as at 31.12.13. Most of the employees are in the area of sales and trade to the professional market and employees in the area of gift parcel and sales employees in the gift parcel area. In this area of activity there are no manufacturing employees, and in fact the production workers of other areas of activity (the culinary and the bakery, beverages, snacks and breakfast cereals food areas) also manufacture products for the professional market, but mainly since the essence of their work is in the other fields, they are listed in the other areas of activity.

Number of Employees Number of Employees as at 31.12.13 as at 31.12.12

Administration/Management 8 13

Sales and Marketing 87 84

Packaging employees 10 23

9.11 Suppliers and Raw Materials A. The main raw materials used by the Group for this area of activity are flour, sugar, eggs, starches, vegetables, tehnia, hummous, corn, albumin and chocolate components and fillings. B. The main packaging materials used for this segment are flexible packaging, plastic and cardboard. In the gift packages area sometimes there are gift packages designed to order. The packing materials are purchased from different manufacturers, mostly in Israel and some of them outside Israel.

C. Some of the products in this area of activity are imported to Israel as finished goods. The main import is from Nestle and it primarily includes the import of coffee and chocolate snacks. In addition this area of activity includes purchases of finished goods from suppliers in Israel.

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8. International division - (update of section 10)

10.1 General Information on the Area of Activity

A. Structure of activity area and recent changes

The International Division was established to highlight and strengthen the managerial focus and synergy of the group's international operations. These operations entail Tivall Europe, Tribe USA, Osem USA, Osem UK, the group's exports and future international opportunities. The group's main activity is focused in Europe and the United States.

Europe – The group's main activity in Europe is based on the frozen and chilled food area, containing mainly products of the subsidiary "Tivall", based on meat substitutes and vegetable based food products. Over 70% of the group's total sales of vegetable based product are intended for export, mostly to Europe. The European distribution is done in part through the subsidiary Tivall Europe. Tivall products have a relative advantage over competitors acting in the production and marketing of meat substitutes overseas, both in the aspect of taste, texture and quality of products. These strengths have gained Tivall its leading position in part of the European markets and this advantage shows also in its market shares: Exports of products at room temperature to Europe are done, among others, to the Jewish kosher food market segment and food chains in Europe. European distribution is done through independent distributors and by the subsidiary of the Group, Osem UK, which serves as the group's distribution company in England. Osem UK. signed an agreement with "Nestlé U.K." under which "Osem U.K." will distribute different Nestlé products in the ethnic market in England, primarily under brands such as "Milo", "Caro", "Nido", "Maggi", "Rowntrees Cocoa" and "Polish Winiary". In 2009 Osem UK acquired the Yarden activity which focused mainly on distribution and marketing of Kosher products to the Jewish market in England (including frozen and chilled products).

USA - in 2008 the Group decided to expand its activity in the USA and acquired the activity of Tribe Company which operates in the US in the area of chilled Mediterranean salads. Shortly after, the Group also acquired the activity of Food Tech Company which operates in the US in the area of chilled meat substitutes under the brand "Veggie Patch (and was merged with Tribe in 2010). Exports to the USA – products distributed at room temperature are mainly exported to the Jewish Kosher market and retail market but also to the US food chains. . The distribution of these products in the US is carried out through the subsidiary company, Osem USA, mainly via external distributors.

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B. Changes in the scope of activity and in profitability

The world consumer market is generally shifting to consumption of convenience, health and wellness products. This area of activity provides a solution for both of these trends mainly in the meat substitutes and salads categories. In recent years, the Group has expanded its activities in this area through the acquisition of companies with similar products characteristics abroad (especially U.S.), and by establishing a factory in Europe. In addition to the general market activity, the Group's products hold an advantage in the Jewish kosher market in the world. Since this is an international activity abroad, the scope of operations and profitability of the area are affected by changes in exchange rates.

C. Market developments in this area or changes in customer profile

As described, the world consumer market is gradually changing and a tendency to move towards consumption of convenience, health and wellness, indulgence products, and fresh products has been noted. These tendencies also reflect the standard of living and product per capita. In addition to the above, there has been a global tendency towards shifting to ethnic Mediterranean food. This tendency, in the Group's opinion, combined with the fact that the consumer regards chilled products as more fresh led the Group to a decision on expansion abroad in the areas the Group has a relative advantage and this is to be accomplished by acquiring the Tribe Company which is in the business of Mediterranean salads in the US and acquisition of Food Tech company which is in the business of chilled meat analogue products under the "Veggie Patch" brand (and which was merged into Tribe).

D. Key Success Factors in this Area of activity and changes to them

Key success factors in this area of activity include both the strength of the brands the Group offers and the quality of its products. They also include the unique know-how developed in the Group, regarding the products in the area of activity which includes also and technology received from Nestle. Additional success factors are the ability to familiarize and integrate in the global markets abroad while understanding the needs and the consumption culture of the consumers abroad, this in addition of maintaining the need to create a competitive edge using constant efficiency.

To the company's assessment, branding of the group's products, the quality of the product's flavors and innovation are other critical keys to success in this area of activity, which may create a relative advantage and preference over the competitors abroad. Added is the creating of a relative advantage in the Jewish kosher food market when it comes to the Kosher products. FF WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

E. Main entry barriers in this area of activity and recent changes

The main entry barriers in this area of frozen and chilled products include the need to invest heavily in production infrastructure and in frozen and chilled storage rooms and distribution whose cost is high, and also the need for the technology and know-how required to attain the high quality standard of the products. To these entry barriers should be added the need to invest in brand building. Another barrier is the need to develop a technical ability and a handling ability with the freshness issue in the supply chain while keeping a strict surveillance of the cooling chain. Products in room temperature are being sold mainly to the Jewish Kosher food market, where Kosher certification is an entry barrier.

F. Substitute products in this area of activity and changes to them

Since this is an international activity, there are countless alternative products from competing manufacturers worldwide. The Group provides a response to the existing products in the USA and Europe by branding its products and their quality and by maintaining constant innovation.

G. There are also imported goods and private labels of the retail chain.

In this activity area of the group the competition is mainly with the large food manufacturers in relation to overseas sales to the general market. Regarding products intended for the kosher market there is competition with Israeli manufacturers that export abroad

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10.2 Products The Group's major products in this area of activity include export of the Group's products, which are distributed at room temperature (the culinary and the bakery, beverages, snacks and cereals areas) and frozen meat substitutes schnitzels, hamburgers, sausages, and ready-made meals based on soy and products containing vegetables being marketed under the brand "Garden Gourmet" (Europe) and "Halsans Kok (Sweden) and under the brand "Veggie Patch" (USA); the chilled segment include the salad products by Sabra Salads (hoummous, tehina, eggplant, etc.), which are exported to Europe, and also the salad products of the subsidiary "Tribe", active in the United States.

Additionally, the products include Nestle products distributed by the subsidiary "Osem U.K." to the English Ethnic market, including the brands: "Milo", "Caro", "Nido", "Maggi", "Rowntrees Cocoa" and "Polish Winiary".

10.3 Breakdown of Income and Product Profitability Below please see figures on the Group's income in this activity area. In this framework there is no group of products whose income rate represents 10% or more from the total income of the Company.

Similar Income in KNIS % of the Group total income products group 2013 2012 2011 2013 2012 2011 International 629,847 668,546 639,952 15.0% 16.3% 16.2% division Area

10.4 New Products In 2013, the Group launched into the market products whose development had been completed; those were among other sausages and Shawarma in the Dutch market under the vegetarian food market, new "Tribe" salads in the USA, and new gluten free export products to the USA.

10.5 Competition A. Since this is an international activity worldwide, extensive and unlimited competition exists. The subsidiary company Tribe, which is active in the US in the chilled Mediterranean salads, has competition with "Sabra" (owned by "Strauss Group" and "Pepsico") and with "Cedars" and "Kraft". In the frozen and chilled meat analogue category, the key players are “Kellogg’s”, “Kraft”, and “Quorn" in Europe. Regarding products intended for the kosher market there is competition with Israeli manufacturers exporting abroad.

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B. The table below shows the Group’s market shares (based on monetary value), in Israel and abroad, for the year 2013, referring to key products in this area of activity. The Salads market shares in the US are based on Nielsen data:

Product Group Weighted Market Share in %

Vegetable based products - Italy 79%

Vegetable based products - Holland 36%

Vegetable based products - Sweeden 47%

Salads in the US 8%

C. Among the factors which in the Group's estimate affect its competitive position are the world economic situation, the exchange rate differences and the increasing competition. The Group competes in the market via marketing by building and maintaining its brands, by innovation, new product development and launching, and by the strategic alliance the Group has with the world leading food company – Nestle Within the framework of this strategic alliance, the Group invests efforts and resources in adopting technologies, among others, those developed by Nestle and that is in order to differentiate its products from the competition - by their high technological level and by their high quality standards. The Group also strives to provide good, reliable, loyal, timely and high quality service. Within this framework throughout the years, the group has built an image of technological advancement, quality and service. 10.6 Seasonality

Based on the following it is not possible to point out definite seasonality in international activities. However, the volumes of income in this segment are affected by, among other things, the timing of Jewish Holidays (exports to the kosher market) and special periods abroad. Below see the breakdown of income, by quarters, (in thousands NIS):

Year 2013 Year 2012 % of the total % of the total Income in income Income in income thousands NIS The area thousands NIS The area

1ST 171,276 27.2% 177,857 26.6% Quarter

2ND 150,931 24.0% 166,881 25.0% Quarter

3RD 156,672 24.9% 170,996 25.6% Quarter

4TH 150,968 24.0% 152,812 22.9% Quarter Total 629,847 100.0% 668,546 100.0%

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10.7 Production Capacity

The Group's maximum annual production capacity potential during the year 2013, utilizing 3 shifts, was about 28,500 tons. Utilization rate for actual production in the year 2013, with the production lines active in one to three shifts per day, was about 50%. Most of the production lines in the Group factories are automated or semi-automated, but there are some manual lines.

A portion of products of the international division are produced in factories of other activity areas (culinary, bakery, snacks ,breakfast cereals) therefore the maximum potential production capacity as well as the average utilization of production lines is included in other areas of activity for these products.

10.8 Fixed Assets and Facilities

Below see a description of the main real estate and other material fixed assets of the Group used in the frozen food area of activity.

A. The group's factories in Israel - the group's factories in Israel include the Sderot factory, Yokneam factory, Holon factory, Beit Hashita factory, factory in Kibbutz Lohamey Hagetaot and the Sabra factory in Kiryat Gat. An expanded description for each of these factories is listed under each of the other areas of activity, they also produce export products for the international division. B. Tivall factory in the Czech Republic- in this factory which was completed in April 2007 produces products based on meat substitutes and vegetable based products. The factory is located on a plot of 42 dunams, which is owned by Tivall and its built-up area occupies a space of about 9,100 m2. C. The salad factory of Tribe in Taunton, Massachusetts (USA) -a factory used for manufacturing salads, which was established in 2005 in Taunton next to Boston, US. The factory was acquired in September 2008 by the Group as part of the acquisition of Tribe Company which operates in the salads area in the US. The factory is located a plot of land of about 38,000 m2 and its built area comprises about 5,800 m2.

In its books, the Group depreciates the main machinery and equipment of its various factories relating to this area of activity for a period of 5-15 years.

10.9 Research & Development In order to develop its markets and sales overseas, the Group is continually engaged in research and development of new technologies and new products, in order to gain a relative advantage over its international competitors in product quality, in the texture and flavor of the products, mainly the schnitzel, hamburgers and sausages product category and meat analogue ready-made meals, vegetable based products in the salad area and in the ambient product area.

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10.10 Human Resources A. For the Group organizational chart and for further information on the Group’s entire Human Resources, see Item 19 in this section, below. B. Below see a breakdown of the Group headcount for this area of activity as at 31.12.13. Production workers in factories of other areas of activity and which also produce for export are included in the workforce of the other areas. The production, sales and marketing employees are workers of the group overseas. The management employees include the overseas employees and the international division staff in Israel.

Number of Employees Number of Employees as at 31.12.13 as at 31.12.12

Production 203 212

Administration/Management 24 35

Sales and Marketing 92 71

10.11 Suppliers and Raw Materials

A. The main raw materials used by the Group in this area of activity are albumin, oil, flour, tehina, hummus and vegetables and soy, sugar and starches, corn and peanut butter. The albumin is purchased from different European and American sources.

B. The main packaging materials used for this area of activity are flexible packages, cardboard and plastic packages purchased from different manufacturers, from the local market where the factory is located.

C. The availability of the raw materials which are purchased outside the local market where the factory is located depends among other things on the regularity of the air and maritime freight and in the regular operation of the local ports.

D. In addition this area of activity includes purchases of finished goods from suppliers in Israel and overseas, including Nestle.

For further details on the raw materials and suppliers the Group uses for the manufacturing of its products, see also details as described in paragraphs 7.11(E)-7.11(I) in this section, above.

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9. Other activities - update of section 12

The Group has other activities which are not included in the areas of activity described above, and do not meet the measurable threshold for disclosure in the financial statements as reportable segments and therefore are included in the financial statements of the company under the "other" segment. These activities include:

12.1 Ice Cream

The principal products of the Group in this framework include ice cream marketed under the "Nestle Ice Cream" brand, which include, among other things, ice cream and ice cream lollies under the "NoK OuT", "Extreme", "Crunch" brands, and others; they also include take home bulk packages under "La Cremeria", "Joya" premium packages, ice cream lollies multipacks of different kinds, and fat-reduced ice cream sandwiches under the "Skinny Cow" brand. There is a tough competition between the large local food manufacturers and also medium to small scale manufacturers including ice cream shops. The Group's main competitor is Unilever's "Strauss Ice Cream". The Group market share (in monetary values) in 2013, in Ice Cream was 37% and was determined based on a weighted annual average derived from Store Next's data collected from the bar-coded retail market. Kiryat Malachi factory – used for the manufacture of ice cream and is located in Beer Tuvia Industrial Zone. The factory (including warehouses in its service) is located on a plot of land of about 38 dunams (about 0.75 acre) and its built area comprises about 12,000 m2. The Group leases the property through a long-term lease agreement which will end in February 2024. The Group is continually engaged in research and development of new technologies and new products, in order to gain a relative advantage over its local and international competitors in its product quality, in the texture and flavor of the products, mainly in the ice cream area. The research and development, technology and product innovation in the ice cream product category were carried out by extensively using Nestlé's know-how and technology.

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12.2 Bonjour

The main products of the category are Bonjour's frozen bakery products which are baked on the spot at the point of sale and provide the customer with fresh bakery products straight from the oven. In this area there is high competition while the main competitors of the Group are "Pillsbury" and "Gidron". The monetary market share of Bonjour in 2013 is estimated at 22%. The Bonjour factory is situated in Kiryat Gat and was established in 2006 and is owned by the Group. The factory is located a plot of land of about 22 dunams (about 0.75 acre) and its built area comprises about 8,800 m2.

12.3 Purchased Products

The Group has distribution agreements according to which the Group distributes products of other manufacturers, providing these products do not competes with those of the Group. For this activity, the Group uses the existing infrastructures of the warehouses and the distribution center and uses the distribution and commerce network of the Group. The main distribution

agreements are with "Tapougan", "Of-Tov", "Milotal", "Dorot" and "Landwer".

12.4 Pet foods The Group is active in importing, marketing and distributing in Israel pet food products which are manufactured by Nestle. The products are imported primarily under the "Purina", "Pro- Plan", "Friskies", "Dogli", and "Fancy Feast" brands. The sales and distribution are done via the distribution and commerce networks of Osem Group, except for the sales and distribution to specialized pet food stores where the sales and distribution are done via third party distributor.

12.5 Iced Tea (under Nestea brand)

The Group is active in the import, marketing and distribution of iced tea under the Nestea brand. The Nestea brand is a registered brand owned by Nestle (Osem's parent company).

The Nestea iced tea products are manufactured by San Pellegrino company in Italy (which is also a subsidiary company of Nestle). These products are the only one of their kind in Israel to contain natural spring water (from the San Pellegrino springs).

The average market share in 2013 (which was the first year of full activity) amounted to about 19%.

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10. Human resources- section update Workforce - the number of employees in the group stands as of 31.12.2013 on 4,700 employees. Sales and distribution workers (drivers, agents, stockers, representatives, warehouse employees etc.) and management and headquarters staff (operation, marketing, finance etc.) provide common services to all areas of activity. During 2013 material changes in the workforce did not occur. In the Group’s estimate, the Group is not significantly dependent on any specific employee.

Number of Employees as at 31.12.13

Production Sales and Administrative Total workers marketing & number of employees Management Group Distribution & Employees Logistics E. Culinary 686 29 35 750 bakery, beverages, snacks and breakfast 553 13 7 573 cereals Professional market and gift packages 10 87 8 105 Area International 203 92 24 319 division Infant Nutrition 77 40 10 127 Other 457 130 17 604 General factory 294 6 300 workers Shared services – Distribution and 1,548 1,548 Commerce Shared Services – Administration & 77 295 372 Headquarters Total number of 2,280 2,022 396 4,698 Group Employees.

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Number of Employees as at 31.12.12

Production Sales and Administrative Total workers marketing & number of employees Management Group Distribution Employees. & Logistics Culinary 723 29 40 792 bakery, beverages, snacks and breakfast 579 12 10 601 cereals Professional market and gift packages 23 84 13 120 Area International 212 71 35 318 division Infant Nutrition 79 39 6 124 Other 474 139 16 629 General factory 301 7 308 workers Shared services – Distribution and 1,531 1,531 Commerce Shared Services – Administration & 61 313 374 Headquarters Total number of 2,391 1,973 433 4,797 Group Employees.

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20 November 2014

The Board of Directors' Report on the Company Business for the Nine Month Period ending 30 September 2014

The Board of Directors of Osem Investments Ltd. (hereinafter: (hereinafter – “the Company”) is honored to present to the shareholders the Board of Directors Report for the Nine month period ending 30 September 2014, in accordance with Securities Regulations (periodic and immediate reports) -1970. The figures appearing in the Report of the Board of Directors are based on the Consolidated and Audited Financial Statements as at 30 September 2014. The financial figures and the results of activities of the Company are influenced by the financial figures and the results of activities of its subsidiary companies The Company and its subsidiaries shall be referred to collectively as "the Group" or the "Osem Group".

In certain cases, details will be presented, describing events which occurred after the date of the financial statements and shortly before the publication of the report, as well as additional figures at Company level only.

This report has been prepared taking into consideration that the reader of the report has at his disposal the Board of Directors' Report on the Company as at 31 December 2013. A. The explanations of the Board on the Company state of affairs Key figures from the Description of the Corporation's Business Business environment - Osem Investments Ltd. is the parent company incorporating the Osem Group of companies. The Group focuses on the manufacturing and marketing of Food products and ranks among the largest food manufacturers and marketers in Israel.

The Group produces more than 2,000 different food items currently manufactured in eleven production plants in Israel and overseas and marketed through regional distribution centers. The Group also exports its products to various countries, primarily to Europe and the USA. Strategic alliance with Nestle. Nestle is the largest shareholder of Osem and holds about 63.7% of the Company. The Company has exclusive agreements of cooperation with the Nestle Group in Switzerland, to market and distribute Nestle's products in Israel by Osem’s marketing and sales systems. There is also an agreement on possible manufacturing of some of Nestle's products locally. In addition the Company has exclusive agreements with the Nestle Group for the use of intellectual property, knowhow and Nestle trademarks in which Nestle owns the rights. In addition, Osem receives technical assistance in R&D and has extensive right of use of Nestle know-how for the use of the Osem Group. This know-how includes among others technical, scientific, marketing, logistic and sales, production, IT and financial knowledge and expertise. The Group receives IT and computer services from Nestle as part of Nestle's GLOBE Template Solution. Change in Structure – In the aim of accenting and strengthening the managerial focus and the synergy of the international activities of the Group, on 21 November 2013 the board of directors decided on a change of structure in the prepared foods division by creating a separate division which will focus on the international activities of the Group comprising Tivall Europe, Tribe, Osem UK, Osem USA, export activities of the Group and future international opportunities. As part of the proposed change, Tivall Israel activities were transferred under the responsibility of the culinary division and the activities of Zabar Salads remained as a separate activity which will report directly to the CEO. The change became effective in the beginning of 2014.

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AAA Credit Rating for Osem. In March 2014, Midroug Company extended the AAA rating Osem had received and gave a stable rating outlook. Osem is the first and only industrial company in Israel, which is not a government enterprise, to ever receive an AAA rating. This rating attests to the strong financial liquidity level of the Group.

Legislation in the food industry - In March 2014 the Law for the Promotion of Competition in the Food Industry was approved which deals with, among others, the regulation of suppliers and wholesalers and the geographical competition among wholesalers, this being based on the recommendations of the Food Committee. The law will take effect on 15/1/2015, at this early stage, it is not possible to estimate the full effects of changes that will occur due to the law. At this stage one time accruals have been made in the amount of NIS 9,800 thousand resulting from the expected changes in the commerce organization as the result of preparations in anticipation of the law.

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Financial situation

The liquid financial assets (cash and cash equivalents, and other investments) of the Group as at the Balance Sheet date amounted to the sum of NIS 512,222 thousand compared to the sum of NIS 335,126 thousand at the end of the previous year, an increase of NIS 177,096 thousand. The increase is mainly the result of cash flow from operating activities less distribution of dividend and utilization of a portion of the increase in excess cash for investments in production lines and expansion of factories.

The assets (fixed assets and intangible assets) amounted to the sum of NIS 2,086,776 thousand, compared to the sum of NIS 2,121,554 thousand at the end of the previous year. The gross investments during the period of reporting totaled the sum of NIS 61,440 thousand. The Groups investments were mainly for the expansion of factories, acquisition of production lines and automation.

Total equity increased, and amounted to the sum of NIS 2,402,944 thousand compared to the sum of NIS 2,252,873 thousand at the end of the previous year. The increase in the shareholders equity derives mainly from the accumulation of current profits totaling NIS 299,703 thousand, partially offset by the sum of NIS 150,000 thousand which was paid as dividend. The shareholders equity constitutes 63.0% of the total of the balance sheet.

The total of the balance sheet increased, and amounted to the sum of NIS 3,816,981 thousand compared to the sum of NIS 3,642,288 thousand at the end of the previous year,

The structure of the balance sheet as at 30 September 2014 indicates continued expansion in the business activity which is manifested by an increase in the gross investments in the fixed assets, growth in the profits,accumulation of cash from current activities and expansion which allowed for the reduction in short term bank credit and the repayment of all long term loans from the banks and attests to continued financial strength.

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Results of Activities

Total sales turnover for the first nine months of the year 2014 amounted to the sum of NIS 3,224,393 thousand compared to NIS 3,154,975 thousand in the corresponding period last year, a growth of 2.2%.

Sales turnover for the three months of the third quarter 2014 amounted to the sum of NIS 1,128,876 thousand compared to NIS 1,082,982 thousand in the corresponding period last year, a growth of 4.2%. Sales of the third quarter were positively affected by the timing of the High Holidays which this year occurred mainly in the fourth quarter compared to last year when they occurred in the third quarter, thus allowing more selling days in the period leading to the Holidays

Sales to the local market for the first nine months of the year amounted to the sum of NIS 2,724,208 thousand compared to the sum of NIS 2,676,096 thousand in the corresponding period last year, a growth of 1.8%. This growth was achieved in spite of the fact that sales in the Israeli food sector for this period declined by 0.7% per Store- Next publications.

The Groups overseas sales for the first nine months of the year amounted to the sum of NIS 500,185 thousand compared to the sum of NIS 478,879 thousand in the corresponding period last year, a growth of 4.4%. This growth in sales was achieved despite the erosion in the currency exchange rates. After offsetting this effect, overseas sales were higher by a rate of 6.3%.

The gross profit of the Group in the first nine months of the year 2014 amounted to the sum of NIS 1,353,903 thousand compared to NIS 1,325,621 thousand in the corresponding year, a growth of 2.1%.

The gross profit of the Group in the three months of the third quarter of the year 2014 amounted to the sum of NIS 474,456 thousand compared to NIS 462,964 thousand in the corresponding year, a growth of 2.5%. The gross profit rate as a percent of sales declined from the level of 42.7% to the level of 42.0%

The Operating Profit of the Group before other income and expenses for the first nine months of the year amounted to NIS 409,268 thousand compared to NIS 399,346 thousand in the corresponding period last year, a growth of 2.5%. The improvement in operating profit before other income and expenses, was achieved through rationalization in administrative expenses and reduction in center costs and the administration this in spite of the erosion in gross profit mainly in the third quarter and in spite of the increase in selling expenses as a result of a steep increase in sales promotion campaigns and marketing expenses. The Operating Profit of the Group before other income and expenses for the three months of the third quarter of the year 2014 amounted to NIS 144,427 thousand compared to NIS 142,203 thousand in the corresponding period last year, a growth of 1.6%. The operating profit rate (before other income and expenses) in the third quarter, as a percentage of the turnover, declined from a level of 13.1% to a level of 12.8% The gross profit of the Group in the first nine months of the year amounted to the sum of NIS 399,314 thousand compared to NIS 396,379 thousand in the corresponding year, a growth of 0.7%. The operating profit rate as a percent of sales declined from the level of 12.6% to the level of 12.4% The operating profit of the Group in the three months of the third quarter of the year 2014 amounted to the sum of NIS 137,029 thousand compared to NIS 142,036 thousand in the corresponding year, a decline of 3.5%. The decline in operating profit, among others, is the result of one time accruals in the amount of NIS 7,300 thousand in the third quarter,

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resulting from the expected changes in the commerce organization as the result of preparations in anticipation of the food law.

The operating profit rate as a percent of sales declined as well from the level of 13.1% to the level of 12.1% The Profit of the Osem Group for the first nine months of the year amounted to NIS 299,703 thousand compared to NIS 286,016 thousand in the corresponding period last year, a growth of 4.8%.

The net profit of the Group in the three months of the third quarter amounted to the sum of NIS 102,010 thousand compared to NIS 101,329 thousand in the corresponding year, a growth of 0.7%.

The increase in net profit, during the first nine months of the year, was achieved thanks to the improvement in operating profit and as the result of a significant decline in financing expenses. These improvements in the profit are mainly the results of the Company’s policy in the past years which is expressed in expansion of the activity with constant and continuing penetration of Nestle products, penetration to new activities in Israel and abroad, and the launching of new products, this in addition to the merging and increase of efficiency processes. All of these factors establish Osem’s position as a leading food producer in Israel.

Selling, marketing and distribution expenses for the first nine months of year increased and represented 22.8% of sales, compared to 22.3% in the corresponding period last year.

The increase in selling expenses result from, among others, a steep increase in sales promotion campaigns and marketing expenses.

General and administrative expenses for first nine months of the year, declined and represented 6.5% of the turnover, compared to 7.0% in the corresponding period last year.

The decline in general and administrative expenses results from, among others, efficiency programs for the reduction in headquarters and administrative costs (MOGE project) and the cessation of the amortization period of intangible assets.

Net financing expense of the Group for the nine months of the year amounted to the sum of NIS 2,292 thousand compared to NIS 15,604 thousand in corresponding period last year.

The decline in financing expenses results from, among others, the repayment in full of long term bank loans and from the reduction in short term bank credit which constitutes only 0.8% of the balance sheet and from the increase in cash balances, and from repayment of liabilities from authorities with interest and linkage. The balance of finance expenses results mainly from non-cash-flow imputed interest, related to the PUT option to the non-controlling interests.

Liquidity and financing sources The current ratio as at the balance sheet date is 1.67 The quick ratio as at the balance sheet date is 1.32 The high liquidity ratio and liquidity reserve funds of the Group have constituted and will constitute the main financing sources for further expansion of the Group business activities in different product categories, expansion of production lines, and this is accompanied by foreign financing if necessary.

The cash flow for first nine months of the year from current operations amounted to the sum of NIS 430,663 thousand compared to the sum of NIS 390,824 thousand in the previous year. Increase of 10.2% in cash flow from operating activities.

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Analysis of the Groups business results according to operating areas of activity

As the result of the internal reorganization, the compositions of respective reportable areas were changed. For details relating to the new operating segments and their results of their activities including information corresponding to previous periods, see Note 5 of the financial statements as at 30.9.14. The following are the financial results of the new reportable operating segments:

Culinary area - for the first nine months of the year sales amounted to NIS 727,039 thousand compared to NIS 705,135 thousand in the corresponding period last year an increase of 3.1%. The profit declined from a level of NIS 88,395 thousand to a level of NIS 77,818 thousand, among others as a result of the increase in sales promotion campaigns and marketing expenses. In the third quarter of the year sales increased from the level of NIS 241,389 thousand to the level of NIS 252,229 thousand, an increase of 4.5%. The profit declined from a level of NIS 28,695 thousand to a level of NIS 24,924 thousand

Bakery, beverages, snacks and breakfast cereals area - for the first nine months of the year sales amounted to NIS 871,114 thousand compared to NIS 845,275 thousand in the corresponding period last year an increase of 3.1%. The profit increased from a level of NIS 180,420 thousand to a level of NIS 198,231 thousand. In the third quarter sales increased from NIS 281,771 thousand to NIS 306,706 thousand, an increase of 8.8% resulting from, among others, the positive effect of the timing of the High Holidays. The profit increased from a level of NIS 63,080 thousand to to the level of NIS 70,083 thousand, this as a result of increase in sales due to the timing of the High Holidays and reduction in administrative expenses.

International area - for the first nine months of the year sales amounted to NIS 496,627 thousand compared to NIS 478,879 thousand in the corresponding period last year an increase of 3.7%. The profit increased from a level of NIS 40,153 thousand to a level of NIS 41,900 thousand. This growth in sales was achieved despite the erosion in the currency exchange rates. After offsetting this effect, sales were higher by a rate of 6.9%. The increase in profit was achieved as a result of increase in sales and efficiency measures and advancement on the learning curve. In the third quarter of the year sales increased from the level of NIS 156,672 thousand to the level of NIS 162,690 thousand, an increase of 3.8%. The profit declined from a level of NIS 11,633 thousand to a level of NIS 8,017 thousand the decline in profit in the third quarter results from the investment in marketing and advertising for the expansion in the market.

Infant nutrition area - for the first nine months of the year sales amounted to NIS 260,995 thousand compared to NIS 256,081 thousand in the corresponding period last year an increase of 1.9%. The profit declined from a level of NIS 42,961 thousand to a level of NIS 39,351 thousand In the third quarter of the year sales increased from the level of NIS 92,114 thousand to the level of NIS 93,944 thousand, an increase of 2.0%. The profit declined from a level of NIS 16,540 thousand to a level of NIS 13,070 thousand The decline in profit, results from, among others, increase in cost of sales, deepening of sales campaigns, increase of competition in the market.

Professional market and Assamim Gift Packages area - for the first nine months of the year sales amounted to NIS 309,154 thousand compared to NIS 298,641 thousand in the corresponding period last year an increase of 3.5%. The profit also increased from a level of NIS 14,236 thousand to a level of NIS 20,061 thousand In the third quarter of the year sales increased from the level of NIS 100,216 thousand to the level of NIS 102,727 thousand, an increase of 2.5%. The profit increased from a level of NIS 4,806 thousand to a level of NIS 5,896 thousand.

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The increase in sales results from, among others, the development of dedicated solutions and building of a range of solutions for out of home consumption. The increase in profit results from, among others, increase in sales and decline in managerial expenses.

Other Activities area - for the first nine months of the year sales amounted to NIS 593,165 thousand compared to NIS 604,418 thousand in the corresponding period last year a decline of 1.9%. The profit amounted to the sum of NIS 36,750 thousand compared to the sum of NIS 39,456 thousand last year, Decline in sales and profit results from, among others, the result of the slowdown in the economy which especially affected the soft drinks sector (Nestea), and on the ice cream sector (in spite of increase in Group's market share), mainly in out of house consumption. In the third quarter of the year sales decreased from NIS 222,717 thousand to NIS 222,553 thousand, a decline of 0.1% resulting from the slowdown in the economy and the effect of the "Tzuk Eitan" campaign, mainly on the impulse market. The profit increased from a level of NIS 19,726 thousand to a level of NIS 23,841 thousand. Improvement in profit for the third quarter, results from, among others, the decline in administrative expenses and marketing expenses during the "Tzuk Eitan" campaign.

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B. Exposure to and management of market risks During the statement period there were no significant changes in the exposure of the Company and the method of their market risks management in relation to the Company's reports on this subject for the year ending 31 December 2013.

C. Provisions on disclosure related to the Corporation's financial reporting Critical estimates No significant changes were made during the first nine months of the year 2014 in relation to critical accounting estimations which the Company uses for the financial reports. Financial date related to the parent company In accordance with regulation 38d of the Securities Regulations (periodic and immediate reports) an appendix is attached to the Board of Directors report, separate financial statements of the Company (“Solo Report”), with the examining auditor’s opinion attached.

Dividends On 8 April 2014, the Company distributed a dividend for the sum of NIS 150 million.

D. Corporate Governance Aspects Disclosure regarding the procedure of approval of the financial statements

A. The organs in charge of the super control include the members of the board, the CEO, and the Deputy CEO of Finance. The identity of the organs is specified in the Periodic Report in Regulation 26 and 26(A) in Chapter D of the Periodic Report.

B. The Balance Sheet Committee for the examination of the financial statements General: The balance Sheet Committee which will examine the financial statements of the Company made recommendations to the board of directors with regard to the approval of the financial statements, after the Committee has discussed the financial statements prior to making recommendations. A representative of the Company external auditor attends the meetings of the Committee for the examination of the financial statements and the Internal Auditor of the Company attends these meetings as well. The Balance Sheet Committee for the examination of the financial statements also act as members of the Audit Committee

Members of the Balance Sheet Committee: The Committee comprises four members (who also hold the office of directors in the Company) - Dr. Liora Meridor (Public Director), Gaby Hake Adv., Yaki Yerushalmi (Public Director) and Yossi Alsheich (independent director). Dr. Liora Meridor presides as the Committee Chair. The appointment of the Committee members was made based on their skills, including their professional experience, their qualifications and additional institutions or boards in which they hold office, as the case may be, based on their classification by the Company Board of Directors (prior to their appointment as directors of the Company), and based on their accounting and financial skills and also based on their declaration (which was submitted prior to their appointment) and based on their ability to read and understand financial statements (see Section 26 in Chapter D of the Periodic Report).

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The discussions of the Balance Sheet Committee: On 17 November 2014 the Committee discussed material reporting issues in the financial statements and formulated its recommendations to the Board on the procedure for approving the financial statements. The Committee recommended to the Board that the financial statements be approved. In addition to the Committee members a representative of the External auditor, the Deputy CEO of Finance and the Chief Accountant of the Company, and the Company Internal Auditor attended the Committee meeting. In the framework of its meetings, for the purpose of forming its recommendation, the Committee examined the material issues related to financial reporting and examined among other issues the material estimates and valuations that were made in relation to the financial statements, the internal controls related to the financial reporting, the integrity and diligence of the financial reporting from all its relevant aspects, the accounting policies which were adopted and the accounting treatment applied on material affairs of the Company. In addition, the certified accountants of the External Auditor have given their view on the issues that were presented. For the purpose of making recommendations to the board of directors, during the committee meeting the deputy CEO of finance presented a review to the committee members for the purpose of examining the financial statements relating to the situation of the company, its financial results and regarding the remaining subjects which were discussed by the committee as mentioned above, and questions raised by the committee members were answered. At the end of the meeting the Committee recommended to the Board of the Company to approve the financial statements.

The Board of Directors wish to thank the management and the employees for the efforts they have invested and the achievements they have attained and express their hope for further cooperation on both sides.

Dan Propper Itzik Saig Chairman of the Board of Directors CEO

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Somekh Chaikin Telephone 972 3 684 8000 KPMG Millennium Tower Fax 972 3 684 8444 17 Ha'arba'a Street, PO Box 609 Internet www.kpmg.co.il Tel Aviv 61006 Israel

Review Report to the Shareholders of Osem Investments Limited

Introduction

We have reviewed the accompanying financial information of Osem Investments Limited and its subsidiaries (hereinafter – “the Group”) comprising of the condensed consolidated interim statement of financial position as of September 30, 2014 and the related condensed consolidated interim statements of income, comprehensive income, changes in equity and cash flows for the nine and three-month periods then ended. The Board of Directors and Management are responsible for the preparation and presentation of this interim financial information in accordance with IAS 34 “Interim Financial Reporting”, and are also responsible for the preparation of financial information for this interim periods in accordance with Section D of the Securities Regulations (Periodic and Immediate Reports), 1970. Our responsibility is to express a conclusion on this interim financial information based on our review.

We did not review the condensed interim financial information of certain consolidated subsidiaries whose assets constitute 4141% of the total consolidated assets as of September 30, 2014, and whose revenues constitute 4141% and 16.8% of the total consolidated revenues for the nine and three month periods then ended, respectively. The condensed interim financial information of those companies was reviewed by other auditors whose review reports thereon were furnished to us, and our conclusion, insofar as it relates to amounts emanating from the financial information of such companies, is based solely on the said review reports of the other auditors.

Scope of Review

We conducted our review in accordance with Standard on Review Engagements 1, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" of the Institute of Certified Public Accountants in Israel. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards in Israel and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review and the review reports of other auditors, nothing has come to our attention that causes us to believe that the accompanying financial information was not prepared, in all material respects, in accordance with IAS 34.

In addition to that mentioned in the previous paragraph, based on our review and the review reports of other auditors, nothing has come to our attention that causes us to believe that the accompanying interim financial information does not comply, in all material respects, with the disclosure requirements of Section D of the Securities Regulations (Periodic and Immediate Reports), 1970.

Somekh Chaikin Certified Public Accountants (Isr.)

November 20, 2014

1

Somekh Chaikin, a partnership registered under the Israeli Partnership Ordinance, is the Israeli member firm of KPMG International, a Swiss cooperative.

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd Condensed Interim Consolidated Statement of Financial Position

As at September 30 As at September 30 As at December 31 2014 2013 2013 (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands Assets Cash and cash equivalents 511,035 220,502 328,059 Accounts receivable - customers 765,294 772,572 688,481 Debtors and debit balances 15,841 26,000 27,662 Income tax 6,508 9,896 5,464

Inventory 348,536 369,344 390,107 Other investments 1,187 3,418 7,067 Total current assets 1,648,401 1,401,732 1,446,840

Employee benefits 195 - 293 Fixed assets 1,108,442 1,140,114 1,144,497 Intangible assets 978,334 992,872 977,057

Prepaid expenses 38,248 35,123 38,806 Deferred tax assets 43,361 34,809 34,795 Total non-current assets 2,168,580 2,202,918 2,195,448

Total assets 3,816,981 3,604,650 3,642,288

Dan Propper - Chairman of the Board

Itzik Saig - CEO

Pinhas Kimelman - Deputy CEO, Finance

Date of approval of financial statements: 20 November 2014

2 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD

As at September 30 As at September 30 As at December 31 2014 2013 2013 (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands

Liabilities

Loans and short term credit from banks 31,750 121,737 29,212

Accounts payable - suppliers 714,489 678,436 710,463

Other creditors 230,823 195,993 223,976

Income tax 8,286 9,342 9,473

Total current liabilities 985,348 1,005,508 973,124

Liabilities for PUT options of non-controlling interests in subsidiaries 333,369 351,139 342,514

Employee benefits 6,105 4,976 4,450

Deferred taxes 89,215 73,258 69,327 Total non-current liabilities 428,689 429,373 416,291

Total liabilities 1,414,037 1,434,881 1,389,415 Equity

Share capital 176,772 176,772 176,772

Premium on shares 444,212 444,212 444,212

Capital reserves (67,985) (57,706) (68,353)

Retained earnings 1,848,477 1,605,373 1,699,113

Total equity attributable to equity holders of the company 2,401,476 2,168,651 2,251,744 Non-Controlling interests 1,468 1,118 1,129 Total equity 2,402,944 2,169,769 2,252,873 Total liabilities and equity 3,816,981 3,604,650 3,642,288

The accompanying notes are an integral part of the financial statements.

3 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD Condensed Interim Consolidated Statement of Profit and Loss

For the nine months ending For the three months ending For the year ending As at September 30 As at September 30 As at September 30 As at September 30 December 31 2014 2013 2014 2013 2013 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands

Sales 3,224,393 3,154,975 1,128,876 1,082,982 4,190,047

Cost of sales 1,870,490 1,829,354 654,420 620,018 2,426,336 Gross profit 1,353,903 1,325,621 474,456 462,964 1,763,711

Selling and marketing expenses 735,002 703,954 258,193 244,373 928,833 General and administrative expenses 209,633 222,321 71,836 76,388 306,320 Operating profit before other expenses 409,268 399,346 144,427 142,203 528,558

Other expenses, net 9,954 2,967 7,398 167 2,885 Operating profit 399,314 396,379 137,029 142,036 525,673

Finance expenses (11,226) (24,707) (1,540) (9,423) (24,653) Finance income 8,934 9,103 337 3,476 1,892 Financing costs, net (2,292) (15,604) (1,203) (5,947) (22,761)

Profit before taxes on income 397,022 380,775 135,826 136,089 502,912 Taxes on income 97,319 94,759 33,816 34,760 126,484

Profit for the period 299,703 286,016 102,010 101,329 376,428

Attributed to:

Equity holders of the company 299,364 285,584 101,884 101,024 375,985 Non-Controlling interests 339 432 126 305 443 Profit for the period 299,703 286,016 102,010 101,329 376,428

Earnings per NIS 1 par value ordinary shares

Primary and fully diluted (in NIS) 2.71 2.58 0.92 0.91 3.40

The accompanying notes are an integral part of the financial statements.

4 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD Condensed Interim Statement of Comprehensive Income and Expenses

For the nine months ending For the three months ending For the year ending September 30 September 30 September 30 September 30 December 31 2014 2013 2014 2013 2013 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands

Profit for the period 299,703 286,016 102,010 101,329 376,428

Other comprehensive income (loss)

Amounts to be transferred to profit or loss after specific requirements are met

Foreign currency translation differences for foreign operations 368 (9,691) 3,695 3,939 (20,338)

Amounts that will not be transferred to profit or loss

Actuarial gains from defined benefit plan - - - - 4,543

Income tax on components of other comprehensive income - - - - (1,204)

Other comprehensive income (loss) for period, net of tax 368 (9,691) 3,695 3,939 (16,999)

Total comprehensive income for the period 300,071 276,325 105,705 105,268 359,429

Attributed to: Equity holders of the company 299,732 275,893 105,579 104,963 358,986

Non-Controlling interests 339 432 126 305 443

Total comprehensive income for the period 300,071 276,325 105,705 105,268 359,429

The accompanying notes are an integral part of the financial statements.

5 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

INVESTMENTS LTD. Notes to the Financial Statements as at 30 September 2014 (unaudited)

Condensed Consolidated Reports on Changes in Shareholders' Equity

Capital reserve from acquisition of rights not conferring control Total Non Premium on Translation in consolidated Other Reserves Retained Company's Controlling Share Capital Shares reserve fund subsidiary earnings equity holders Interest Total Equity NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands For the nine month period ending 30 September 2014 (unaudited) Balance as at 1 January 2014 (audited) 176,772 444,212 )32,372( )41,675( 5,694 1,699,113 2,251,744 1,129 2,252,873 Foreign currency exchange difference - - 563 - - - 563 - 563 Net earnings for the period - - - - - 299,364 299,364 339 299,703 Total recognized comprehensive income for the period - - 563 - - 299,364 299,732 339 300,071 Dividend paid - - - )150,000( )150,000( - )150,000(

Balance as at 30 September 2014 176,772 444,212 )32,004( )41,675( 5,694 1,848,477 2,401,476 1,468 2,402,944

For the nine month period ending 30 September 2013 (unaudited) Balance as at 1 January 2013 (audited) 176,772 444,212 )12,034( )41,675( 5,694 1,469,789 2,042,752 686 2,043,444 Foreign currency exchange difference - - )9,691( - - - )9,691( - )9,691( Net earnings for the period - - - - - 285,584 285,584 432 286,016 Total recognized comprehensive income for the period - - )9,691( - - 285,584 275,893 432 276,325 Dividend paid - - )150,000( )150,000( - )150,000(

Balance as at 30 September 2013 176,772 444,212 )21,725( )41,675( 5,694 1,605,373 2,168,651 1,118 2,169,769

The accompanying notes are an integral part of these consolidated financial statements.

6

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

INVESTMENTS LTD. Notes to the Financial Statements as at 30 September 2014 (unaudited)

Condensed Consolidated Reports on Changes in Shareholders' Equity (Cont.) Capital reserve from acquisition of rights not conferring control Total Non Premium on Translation in consolidated Other Reserves Retained Company's Controlling Share Capital Shares reserve fund subsidiary earnings equity holders Interest Total Equity NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands For the three month period ending 30 September 2014 (unaudited) Balance as at 1 July 2014 176,772 444,212 )35,699( )41,675( 5,694 1,746,593 2,295,897 1,342 2,297,239 Foreign currency exchange difference - - 3,695 - - - 3,695 - 3,695 Net earnings for the period - - - - - 101,884 101,884 126 102,010 Total recognized comprehensive income for the period - - 3,695 - - 101,884 105,579 126 105,705

Balance as at 30 September 2014 176,772 444,212 )32,004( )41,675( 5,694 1,848,477 2,401,476 1,468 2,402,944

For the three month period ending 30 September 2013 (unaudited) Balance as at 1 July 2013 176,772 444,212 )25,664( )41,675( 5,694 1,504,349 2,063,688 813 2,064,501 Foreign currency exchange difference - - 3,939 - - - 3,939 - 3,939 Net earnings for the period - - - - - 323,246 323,246 305 323,541 Total recognized comprehensive income for the period - - 3,939 - - 323,246 104,963 305 105,268

Balance as at 30 September 2013 176,772 444,212 )21,725( )41,675( 5,694 1,605,373 2,168,651 1,118 2,169,769

For the year ending 31 December 2013 (audited)

Balance as at 1 January 2013 176,772 444,212 )12,034( )41,675( 5,694 1,469,789 2,042,758 686 2,043,444 Foreign currency exchange difference - - (20,338) - - - )20,338( - )20,338( Actuarial losses (net after tax) - - - - - 3,339 3,339 - 3,339 Net earnings for the year 2013 - - - - - 375,985 375,985 443 376,428 Total recognized comprehensive income for the period - - (20,338) - - 379,324 358,986 443 359,429 Dividend paid - - - - - )150,000( )150,000( - )150,000(

Balance as at 31 December 2013 (audited) 176,772 444,212 )32,372( )41,675( 5,694 1,699,113 2,251,744 1,129 2,252,873

The accompanying notes are an integral part of these consolidated financial statements.

7

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD Condensed Interim Consolidated Statement of Cash Flows

For the nine months ending For the three months ending For the year ending September 30 September 30 September 30 September 30 December 31 2014 2013 2014 2013 2013 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands CASH FLOWS FROM OPERATING ACTIVITIES Profit for period 299,703 286,016 102,010 101,329 376,428

Adjustments: Depreciation 90,009 84,917 30,202 28,222 114,204 Amortization of intangible assets and prepaid expenses 28,829 40,339 9,858 13,973 52,534 Loss from sale of fixed assets, net 3,671 175 3,359 (55) 155 Finance costs, net 2,292 15,604 1,203 5,947 22,761 Tax expenses on income 97,319 94,759 33,816 34,760 126,484 Changes in derivatives 380 (272) (78) (14) (4,642)

Changes in inventory 43,094 34,561 33,426 27,592 11,856 Changes in accounts receivable and other debtors (63,059) (92,646) 27,353 17,666 (18,201) Changes in accounts payable and other creditors 7,498 23,990 12,749 (17,734) 76,330 Changes in employee benefits 1,753 439 (77) (10) 4,163 Income taxes paid, net (80,826) (97,058) (30,996) (32,267) (126,734)

Net cash flows arising from operating activities 430,663 390,824 222,825 179,409 635,338

CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of fixed assets (65,697) (121,065) (20,079) (32,645) (145,009) Proceeds from sale of fixed assets 966 1,521 121 343 2,002 Other investments, net 5,865 10,614 42 8,327 6,996 Investment in intangible assets and prepaid expenses (21,909) (11,983) (4,864) (1,346) (20,624) Interest received 9,116 859 331 216 1,227 Net cash flows used in investing activities (71,659) (120,054) (24,449) (25,105) (155,408)

CASH FLOWS FROM FINANCING ACTIVITIES Interest paid (3,101) (3,014) (1,863) (701) (3,637) Repayment of long term liabilities - (13,303) - - (13,303) Credit from banking institutions and others, net 653 80,509 653 23,427 (11,798) Repayment of other liabilities (24,297) (22,108) (2,324) (9,594) (30,904) Dividend paid (150,000) (150,000) - (150,000) (150,000)

Net cash used in financing activities (176,745) (107,916) (3,534) (136,868) (209,642)

Change in cash and cash equivalents 182,259 162,854 194,842 17,436 270,288 Cash and cash equivalents at beginning of period 328,059 60,265 315,143 202,454 60,265 Effect of fluctuations in exchange rate on cash balances 717 (2,617) 1,050 612 (2,494)

Cash and cash equivalents at end of period 511,035 220,502 511,035 220,502 328,059

The accompanying notes are an integral part of the financial statements.

8 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD. Notes to the Financial Statements as at 30 September 2014

Note 1 – The Reporting Entity Osem Investments Ltd. (hereinafter: the "Company") is a company residing in Israel. The consolidated financial statements of the Group as at 30 September 2014 include the statements of the Company and its investee companies (hereinafter: "the Group"). The controlling party in the Company is Nestlé S.A. Switzerland. The Group is engaged in the manufacturing and marketing of food products. The securities of the Company are listed for trading on the Tel Aviv Stock Exchange. Note 2 – The basis for the preparation of the Financial Statements The condensed consolidated interim statements have been prepared in accordance with IAS 34 – Interim Financial Reporting – and do not include all the information required in the full annual reports. The summary should be read together with the financial statements for the year which ended on 31 December 2013 (hereinafter –“ yearly financial statements”). Also, these reports were prepared in accordance with part 4 of the Securities and Exchange Commission standards (periodic and immediate reports) 5740-1970. The use of estimates and judgement and for the preparation of the interim financial statements, were consistent with those used for the preparation of the year end financial statements.

Note 3 – Main Principles of Accounting Policy

The accounting policy of the Group as it relates to these condensed consolidated interim financial statements, is the policy applied in the yearly financial statements.

Note 4 – Seasonality

The Group’s sales are affected by the timing of Jewish Holidays with an emphasis on New Year and Passover. The annual seasons also have an affect on certain groups of products. The seasons of Winter and Autumn are characterized by greater consumption of soups, casseroles and soup almonds as compared to the Summer and Spring seasons which are characterized by higher consumption of ice cream and concentrates as compared to the seasons of Winter and Autumn.

Note 5 – Segment Activity

As part of the strategy to focus the managerial attention in the international activities and new businesses the Group structure underwent a few changes:

1. The international division was established focusing on international activities of the Group. 2. The new business and innovation division was established. (Does not comply with the definitions of a reportable segment) 3. Combination into one division of the snacks, bakery, beverages and breakfast cereals divisions. 4. The activity of Tivall Israel was transferred under the responsibility of the culinary division. 5. The activity of Sabra Salads remained an independent division reporting directly to the CEO. (Although does not fall under the definitions of a reportable segment therefore was also included under the culinary division due to similar economic characteristics).

Due to this change, commencing January 2014, the company the adjusted the reporting on business segments to the new managerial structure and the comparative figures were restated based on the new structure. The business segments after the abovementioned change are as follows:

9 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD. Notes to the Financial Statements as at 30 September 2014

Note 5 – Segment Activity (Cont.)

A. Culinary area - In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of branded food products sold on the retail market in Israel (not including exports included in the international division nor in the professional market which is reported under a separate segment). The main ones being, among others, pasta, soups, casseroles, baking aids, sauces, soup almonds, canned products, prepared foods and meat substitutes and salads. B. Bakery and beverages, snacks and breakfast cereals area - In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of branded food products sold on the retail market in Israel (not including exports included in the international division nor in the professional market which is reported under a separate segment). The products in this area include the salty baked products (eg. crackers and Lachmit), the sweet baked products (cakes and cookies), concentrates, chocolate milk powder and soluble coffee and also snack products (wheat snacks, peanut snacks, potato snacks and corn snacks, etc.), breakfast cereals and health bars. C. International division area- In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of branded ambient, frozen and chilled food products sold overseas by either direct exports from Israel and via subsidiary companies operating overseas and include the companies Tribe in the USA (prepared meals and meat substitutes under the VP brand and salads under the Tribe brand), Tivall Europe (including Tivall Holland, Tivall Czech and Tivall Sweeden) , Osem USA and Osem UK. D. Infant Nutrition area – In this area the Group’s activities are carried out via Materna partnership, which develops, produces and/or sells and markets a wide variety of infant nutrition products which include mother’s milk substitutes, cereals, purees, biscuits and pasta for infants. E. Professional market and gift packages area - In this area the Group develops, manufactures and/or sells, markets and distributes a large variety of products sold in the professional market (hotels, restaurants, catering companies and other institutional concerns) and gift packages sold to employee commitees and companies via Asamim Gift Package Company who also sell chocolate snacks to the retail market. F. Other Activities. – In this area are included various activities which are not included in the activities mentioned above. The main ones being, among others, Bonjour frozen bakery products, iced tea (Nestea) ice cream, other purchased products and petfoods. The said activities are not material to the activity of the Group and do not meet the quantitative threshold to be presented in the financial statements as reportable segments. The company calculates the intercompany transactions according to acceptable market price to outside customers with similar products. The results of these activities are eliminated, in the framework of reconciliations for the purpose of preparing consolidated financial statements. The segment results are measured based on the profit reported and regulary reviewed by the head operational decision maker.

For the nine months ending Bakery Professional December30 September 2010 2014 (unaudited) Beverages Infant And Gift Adjustment to Culinary Snacks Cereals International Nutrition Packages Others Consolidated Consolidated NIS NIS NIS NIS NIS NIS NIS NIS Thousands Thousands Thousands Thousands Thousands Thousands Thousands Thousands Segment sales 727,039 871,114 496,627 260,995 309,154 593,165 (33,701) 3,224,393

Segment results 77,818 198,231 41,900 39,351 20,061 36,750 (4,843) 409,268 Expenses not allocated )9,954( Financing costs, net )2,292(

Profit before taxes on income 397,022

01 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD. Notes to the Financial Statements as at 30 September 2014

Note 5 – Segment Activity (Cont.)

For the nine months ending Bakery Professional December03 September 2010 2013 (unaudited) Beverages Infant And Gift Adjustment to Culinary Snacks Cereals International Nutrition Packages Others Consolidated Consolidated NIS NIS NIS NIS NIS NIS NIS NIS Thousands Thousands Thousands Thousands Thousands Thousands Thousands Thousands Segment sales 705,135 845,275 478,879 256,081 298,641 604,418 (33,454) 3,154,975

Segment results 88,395 180,420 40,153 42,961 14,236 39,456 (6,275) 399,346 Expenses not allocated )2,967( Financing costs, net )15,604(

Profit before taxes on income 380,775

For the three months ending Bakery Professional December30 September 2010 2014 (unaudited) Beverages Infant And Gift Adjustment to Culinary Snacks Cereals International Nutrition Packages Others Consolidated Consolidated NIS NIS NIS NIS NIS NIS NIS NIS Thousands Thousands Thousands Thousands Thousands Thousands Thousands Thousands Segment sales 252,229 306,706 162,690 93,944 102,727 222,553 (11,973) 1,128,876

Segment results 24,924 70,083 8,017 13,070 5,896 23,841 (1,404) 144,427 Expenses not allocated )7,398( Financing costs, net )1,203(

Profit before taxes on income 135,826

For the three months ending Bakery Professional December30 September 2010 2013 (unaudited) Beverages Infant And Gift Adjustment to Culinary Snacks Cereals International Nutrition Packages Others Consolidated Consolidated NIS NIS NIS NIS NIS NIS NIS NIS Thousands Thousands Thousands Thousands Thousands Thousands Thousands Thousands Segment sales 241,389 281,771 156,672 92,114 100,216 222,717 (11,897) 1,082,982

Segment results 28,695 63,080 11,633 16,540 4,806 19,726 (2,277) 142,203 Income not allocated )167( Financing costs, net )5,947(

Profit before taxes on income 136,089

For the year ending Bakery Professional 31 December 2013 (audited) Beverages Infant And Gift Adjustment to Culinary Snacks Cereals International Nutrition Packages Others Consolidated Consolidated NIS NIS NIS NIS NIS NIS NIS NIS Thousands Thousands Thousands Thousands Thousands Thousands Thousands Thousands Segment sales 956,212 1,118,786 629,847 358,644 412,460 759,757 (45,659) 4,190,047

Segment results 123,308 242,406 52,216 62,151 25,458 32,005 (8,986) 528,558 Expenses not allocated )2,885( Financing costs, net )22,761(

Profit before taxes on income 502,912

00 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD. Notes to the Financial Statements as at 30 September 2014

Note 6 – Financial Instruments.

The Company has forward hedge transactions and options on exchange rates on supplier foreign currency balances as at 30 September 2014 total face value of the transactions amounts to the sum of NIS 138,122 thousand, the fair value of the asset is NIS 5,676 thousand.

The futures contracts are disclosed according to fair value as assets at Level 2: observable data, either directly or indirecty, which are not included in Level 1 (quoted prices, not adjusted, on an active market for similar instruments).

Note 7 – Events During the Financial Statement Period.

In March 2014 the Law for the Promotion of Competition in the Food Industry was approved which deals with, among others, the regulation of suppliers and retailers and the geographical competition among retailers, this being based on the recommendations of the Food Committee, the law will become effective on 15.1.2015. At this stage one time accruals have been made in the amount of NIS 9,800 thousand (NIS 7,300 thousand in the third quarter) resulting from the expected changes in the commerce organization as the result of preparations in anticipation of the law.

Further to that mentioned in the annual financial statements in Note 20 C. 3 regarding taxes on income with respect to Amendment 174 to the Income Tax Ordinance (New Version) – 1961 (hereinafter – “the Ordinance”), regarding the non-application of Israeli Accounting Standard No. 29 Adoption of International Financial Reporting Standards (IFRS) when determining the taxable income (hereinafter – “the Temporary Order”), on July 31, 2014 Amendment 202 to the Ordinance was issued, by which the Temporary Order was extended to the 2012 and 2013 tax years, effective retroactively as from January 1, 2012. The implementation of the amendment has no effect on the financial statements.

01 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

Osem Investments Limited

Separate Financial Statements

September 30, 2014 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

Somekh Chaikin Telephone 972 3 684 8000 KPMG Millennium Tower Fax 972 3 684 8444 17 Ha'arba'a Street, PO Box 609 Internet www.kpmg.co.il Tel Aviv 61006 Israel

To: The shareholders of Osem Investments Limited

Subject: Special auditors’ report on separate interim financial information according to Regulation 38D of the Securities Regulations (Periodic and Immediate Reports) – 1970

Introduction

We have reviewed the separate interim financial information presented in accordance with Regulation 38D of the Securities Regulations (Periodic and Immediate Reports) – 1970 Osem Investments Limited (hereinafter – the Company) as of September 30, 2014 and for the nine and three month periods then ended. The separate interim financial information is the responsibility of the Company’s Board of Directors and of its Management. Our responsibility is to express a conclusion on the separate interim financial information based on our review.

We did not review the separate interim financial information of investee companies the investments in which amounted to NIS 444,632 thousand as of September 30, 2014, and the profit from these investee companies amounted to NIS 4,508 thousand and NIS 1,060 thousand for the nine and three month periods then ended, respectively. The financial statements of those companies were reviewed by other auditors whose review reports thereon were furnished to us, and our conclusion, insofar as it relates to amounts emanating from the financial statements of such companies, is based solely on the said review reports of the other auditors.

Scope of Review

We conducted our review in accordance with Standard on Review Engagements 1, "Review of Interim Financial Information Performed by the Independent Auditor of the Entity" of the Institute of Certified Public Accountants in Israel. A review of separate interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures.

A review is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards in Israel and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Conclusion

Based on our review and the review reports of other auditors, nothing has come to our attention that causes us to believe that the accompanying separate interim financial information was not prepared, in all material respects, in accordance with Regulation 38D of the Securities Regulations (Periodic and Immediate Reports) – 1970.

Somekh Chaikin Certified Public Accountants (Isr.)

November 20, 2014

13

Somekh Chaikin, a partnership registered under the Israeli Partnership Ordinance, is the Israeli member firm of KPMG International, a Swiss cooperative.

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD

Condensed Interim Information on Separate Financial Position

As at September 30 As at September 30 As at December 31 2014 2013 2013 (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands Assets Cash and cash equivalents 348,635 122,955 218,379 Debtors and debit balances 3,682 7,646 10,692 Income tax - 5,547 978 Inventory 94,298 99,880 106,810 Other investments 1,187 3,418 1,328 Total current assets 447,802 239,446 338,187

Balances related to subsidiary companies 1,752,659 1,638,563 1,623,899 Loans to subsidiary companies 62,544 71,830 61,898 Fixed assets 663,705 679,124 684,218 Intangible assets 529,916 550,605 538,709 Prepaid expenses 12,870 14,799 12,763 Total non-current assets 3,021,694 2,954,921 2,921,487

Total assets 3,469,496 3,194,367 3,259,674

Dan Propper - Chairman of the Board

Itzik Saig - CEO

Pinhas Kimelman - Deputy CEO, Finance

Date of approval of financial statements: 20 November 2014

14 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD

As at September 30 As at September 30 As at December 31 2014 2013 2013 (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands

Liabilities

Loans and short term credit - 91,962 -

Accounts payable - suppliers 307,699 322,155 316,000

Other creditors 345,092 209,839 301,363

Income tax 8,537 - -

Total current liabilities 661,328 623,956 617,363

Liabilities for PUT options of non-controlling interests in subsidiaries 333,369 351,139 342,514

Employee benefits 6,048 4,538 4,331

Deferred taxes 67,275 46,083 43,722 Total non-current liabilities 406,692 401,760 390,567

Total liabilities 1,068,020 1,025,716 1,007,930 Equity

Share capital 176,772 176,772 176,772

Premium on shares 444,212 444,212 444,212

Capital reserves (67,985) (57,706) (68,353)

Retained earnings 1,848,477 1,605,373 1,699,113 Total equity 2,401,476 2,168,651 2,251,744 Total liabilities and equity 3,469,496 3,194,367 3,259,674

The accompanying notes are an integral part of the financial statements.

15 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD Condensed Interim Separate Information on Profit and Loss

For the year For the nine months ending For the three months ending ending September 30 September 30 September 30 September 30 December 31 2014 2013 2014 2013 2013 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands

Sales 1,029,498 1,002,824 347,095 321,071 1,351,197 Cost of sales 535,932 518,810 182,857 162,663 712,087 Gross profit 493,566 484,014 164,238 158,408 639,110

Selling and marketing expenses 231,734 221,023 79,407 72,604 277,693 General and administrative expenses 62,534 70,540 21,996 24,209 99,478 Operating profit before other income 199,298 192,451 62,835 61,595 261,939

Other income, net (7,516) (8,388) (2,696) (3,166) (12,080) Operating profit 206,814 200,839 65,531 64,761 274,019

Finance expenses (10,440) (12,691) (3,136) (4,322) (16,367) Finance income 9,969 13,079 1,125 6,435 15,404 Financing costs, net (471) 388 (2,011) 2,113 (963)

Profit from subsidiaries 147,552 137,393 55,848 53,892 176,993

Profit before taxes on income 353,895 338,620 119,368 120,766 450,049 Taxes on income 54,531 53,036 17,484 19,742 74,064

Profit for the period 299,364 285,584 101,884 101,024 375,985

The accompanying notes are an integral part of the financial statements.

16 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD

Condensed Interim Information on Seperate Comprehensive Income and Expenses

For the year For the nine months ending For the three months ending ending September 30 September 30 September 30 September 30 December 31 2014 2013 2014 2013 2013 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands

Profit for the period 299,364 285,584 101,884 101,024 375,985

Other comprehensive income (loss)

Amounts to be transferred to profit or loss after specific requirements are met

Comprehensive income from subsidiary companies 368 (9,691) 3,695 3,939 (19,805)

Amounts that will not be transferred to profit or loss

Actuarial gains from defined benefit plan - - - - 3,818

Income tax on components of other comprehensive income - - - - (1,012)

Other comprehensive income (loss) for period, net of tax 368 (9,691) 3,695 3,939 (16,999)

Total comprehensive income for the period 299,732 275,893 105,579 104,963 358,986

The accompanying notes are an integral part of the financial statements.

17 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD

Condensed Interim Information on Seperate Cash Flows

For the year For the nine months ending For the three months ending ending September 30 September 30 September 30 September 30 December 31 2014 2013 2014 2013 2013 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Audited) NIS thousands NIS thousands NIS thousands NIS thousands NIS thousands CASH FLOWS FROM OPERATING ACTIVITIES Net profit for period 299,364 285,584 101,884 101,024 375,985

Adjustments: Company's share in profits of subsidiaries (147,552) (137,393) (55,848) (53,892) (176,993) Depreciation 47,815 43,088 15,972 14,403 57,663 Amortization of intangible assets and prepaid expenses 10,929 19,913 1,453 5,970 27,747 Loss (profit) from sale of fixed assets, net 582 (130) (13) (135) (126) Finance costs, net 471 (388) 2,011 (2,113) 963 Tax expenses on income 54,531 53,036 17,484 19,742 74,064 Changes in derivatives 380 (272) (78) (14) (4,642) Changes in inventory 12,512 20,345 (338) 1,414 13,415 Changes in debtors and debit balances (including intercompany balances) 8,927 (21,641) 6,752 40,181 4,940 Changes in accounts payable and other creditors 61,712 52,509 106,015 43,348 109,896 Changes in employee benefits 1,717 433 (15) (2) 4,044 Income taxes paid , net (58,065) (77,608) (27,519) (28,972) (101,746)

Net cash flows arising from operating activities 293,323 237,476 167,760 140,954 385,210

CASH FLOWS FROM INVESTING ACTIVITIES

Purchase of fixed assets (31,852) (68,793) (9,653) (18,501) (80,573) Proceeds from sale of fixed assets 107 433 14 249 745 Net cash from subsidiary investment activities - - - - 19,013 Investment in intangible assets and prepaid expenses (2,243) (45) (331) (9) (206) Interest received 8,935 1,032 382 441 1,581 Other investments, net 126 10,614 42 8,327 12,735 Dividend received from subsidiaries 36,309 31,733 - 14,300 69,520

Net cash flows arising from (used in) investing activities 11,382 (25,026) (9,546) 4,807 22,815

CASH FLOWS FROM FINANCING ACTIVITIES Interest paid (133) (1,920) 34 (458) (2,149) Repayment of other liabilities (24,297) (22,108) (2,324) (9,594) (30,904) Credit from banking institutions and others, net - 80,180 - 23,143 (11,834) Dividend paid (150,000) (150,000) - (150,000) (150,000)

Net cash used in financing activities (174,430) (93,848) (2,290) (136,909) (194,887)

Change in cash and cash equivalents 130,275 118,602 155,924 8,852 213,138

Cash and cash equivalents at beginning of period 218,379 5,067 192,711 114,244 5,067 Effect of fluctuations in exchange rate on cash balances (19) (714) - (141) 174

Cash and cash equivalents at end of period 348,635 122,955 348,635 122,955 218,379

The accompanying notes are an integral part of the financial statements.

18 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd INVESTMENTS LTD. Additional Information

1. General

The interim separate financial information is disclosed in accordance with regulation 38d of the securities regulations (Periodic and Immediate Reports), -1970 relating to separate financial information for the company. It should be read along with the Separate financial Information for the year ending 31 December 2013 and together with Condensed Consolidated Interim Financial Statements as at 30 September 2014 (Heinafter – “the consolidated financial statements”).

Included in this separate financial information is:

1. The Company – Osem Investments Ltd.

2. Consolidated Companies – companies, including partnerships, whose financial statements are fully consolidated , directly or indirectly with the company’s financial statements.

3. Held companies – Consolidated subsidaries which the investment in them is included, directly or indirectly, in the financial stetements on the basis of the balance sheet value.

19 WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

Osem Investments Limited

Report for the third quarter of the year 2014 on the effectiveness of the internal control over the financial reporting and over the disclosure according to Regulation 38C

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

Please find enclosed herewith the report for the third quarter of the year 2014 regarding the effectiveness of the internal control over the financial reporting and over the disclosure according to Regulation 38C(a).

The management, with the supervision of the Board of Directors of Osem Investments Ltd. (hereinafter - the corporation), is responsible for the establishment and running of adequate internal control mechanism over the financial reporting and over the disclosure in the corporation. For this purpose, the management members are:

1. Itzik Saig - CEO 2. Pinhas Kimelman - Deputy CEO of Finance 3. Meir Imber - Deputy CEO of Operations 4. Ofer Green - Deputy CEO and CEO of Noga Ice Cream 5. Nizan Goldberg –CEO of Osem Group Commerce 6. Rani Sagiv – VP of Supply Chain 7. Ayelet Lifshitz – VP of Marketing & Business Development 8. Hagit Adler – CEO of ONP 9. Ori Ben Shai – CEO of Snacks, Bakery, Beverages & Cereal Division 10. Zahava Martonovits – CEO of Culinary Division 11.Billy Yanko – CEO of Bonjour 12. Barak Strozberg – VP of Human Resources 13. Nili Zur – CEO of International Divison 14. Tzippi Hammer – CEO of New Business Division

Internal control over the financial reporting and over the disclosure includes controls and procedures existing in the corporation, which were planned by the CEO and the most senior office holder in the financial section or under their supervision, or by someone who actually performs the above mentioned roles, with the supervision of the board of directors of the corporation, which are designed to provide a reasonable degree of assurance as to the credibility of the financial reporting and on the preparation of the financial statements in accordance with the Law, and to ensure that the information that the Corporation is required to disclose in the reports published is in accordance with the law, that it was collected, processed, summarized and reported in a timely manner and in the format prescribed by the law.

The internal control includes, inter alia, controls and procedures that have been planned to ensure that the information the corporation is required to disclose is accumulated and sent to management of the Corporation, including the CEO and the senior official on the Financial Section or to someone who actually performs the above mentioned roles, so as to enable the making of decisions in a timely manner, with regard to the disclosure requirements

Due to its structural limitations, the internal control over the financial reporting and the disclosure is not designated to provide absolute assurance that any misleading presentation or omission of information in the statements will be prevented or will be discovered.

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd In the Quarterly Report on the effectiveness of the internal control over the financial reporting and over the disclosure, which was enclosed with the interim report for the period ended on 30 June 2014 (hereinafter - the last quarterly report on the internal control), the internal control was found to be effective.

Until the date of the report, the Board of Directors and the Corporation management were not made aware of any event or matter where there is cause to change the evaluation of the effectiveness of the internal control, as set out in the last quarterly report relating to internal control.

As of date of the report, based on the statement in the last quarterly report on the internal control, and based on information that has been brought to the attention of management and the board of directors as mentioned above, the internal control is effective.

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd Management statements (a) Statement of the CEO according to Regulation 38C(d)(1):

Management Statement Statement of the CEO

I, Itzik Saig, declare that:

1. I have evaluated the quarterly report of Osem Investments Ltd. (hereinafter: the corporation) for the third quarter of the year 2014 (hereinafter: the reports).

2. To my knowledge, the reports do not include any incorrect presentation of a material fact and they do not lack any presentation of a material fact that is required, so that the presentations included in them, in light of the circumstances in which these presentations have been included, are not misleading with regard to the period of the reports

3. To my knowledge, the financial statements and the other financial information included in the reports properly reflect, from every material aspect, the financial situation, results of activities and cash flow of the Corporation as of the dates and for the periods to which the reports refer

4. I have revealed to the auditing accountant of the Corporation, the Board of Directors and the Audit Committee of the BOD of the Corporation, based on my most current evaluation of the internal control over financial reporting and disclosure:

A. All the significant lacks in control and material weaknesses in the determinations or activation of the internal control mechanism, relating to the financial reporting and disclosure that might reasonably be expected to negatively influence the capability of the Corporation to collect, process, summarize or report the financial information in a manner that might leave room for doubt as to the credibility of the financial reporting and the preparation of the financial statements in accordance with the provisions of the law; and that –

B. Any fraud, whether material or not material, involving the general manager or anyone directly subordinate to him or involving other employees who have a significant position in the internal control over the financial reporting and disclosure.

5. I, alone or together with others in the Corporation:

A. Have determined controls and procedures, or verified the determination and the existence of controls and procedures under my supervision, that are designed to ensure, that material information that refers to the Corporation, including its consolidated companies, as defined in the Securities Regulations (Preparation of Annual Financial WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd Reports) - 2010, is brought to my notice by others in the Corporation and in the consolidated companies, especially during the period of the preparation of the reports; and that –

B. Have determined controls and procedures, or verified the determination and existence of controls and procedures under my supervision, that are designed to ensure in a reasonable manner, the credibility of the financial reporting and preparation of the financial reports in accordance with the provisions of the law, and in accordance with the accepted accounting regulations

C. Have not been informed of any event or matter that has occurred during the period, between the date of the last quarterly report as of 30 June 2014 and the date of this report, that might be such as to change the conclusion of the Board of Directors and management with regard to the effectiveness of the internal control over the financial reporting and disclosure of the corporation.

The above does not derogate from my responsibility or the responsibility of anyone else according to the law.

20 November 2014 Signature - Itzik Saig CEO

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd (b) Declaration of the most senior office holder in Finance, as per Regulation 38C(d)(2)

Management Statement Declaration of the most senior office holder in Finance

I, Pinhas Kimelman, declare that:

1. I have evaluated the interim financial statements and other financial information included in the interim reports of Osem Investments Ltd. (hereinafter: the corporation) for the third quarter of the year 2014 (hereinafter: the reports or the interim period reports).

2. To my knowledge, the interim financial statements and the other financial information included in the reports of the interim periods, do not include any incorrect presentation of a material fact and they do not lack any presentation of a material fact that is required, so that the presentations included in them, in light of the circumstances in which these presentations have been included, are not misleading with regard to the period of the reports.

3. To my knowledge, the interim financial statements and the other financial information included in the reports for the interim period, properly reflect, from every material aspect, the financial situation, results of activities and cash flow of the Corporation as of the dates and for the periods to which the reports refer.

4. I have revealed to the auditing accountant of the corporation, the Board of Directors and the Audit Committee of the BOD of the Corporation, based on my most current evaluation of the internal control over financial reporting and disclosure:

A. All the significant lacks in control and material weaknesses in the determinations or activation of the internal control mechanism, relating to the financial reporting and disclosure, as it relates to the interim financial statements and the other financial information included in the interim reports, that might reasonably be expected to negatively influence the capability of the Corporation to collect, process, summarize or report the financial information in a manner that might leave room for doubt as to the credibility of the financial reporting and the preparation of the financial statements in accordance with the provisions of the law; and that –

B. Any fraud, whether material or not material, involving the general manager or anyone directly subordinate to him or involving other employees who have a significant position in the internal control over the financial reporting and disclosure.

5. I, alone or together with others in the Corporation: WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd

A. Have determined controls and procedures, or verified the determination and the existence of controls and procedures under my supervision, that are designed to ensure, that material information that refers to the Corporation, including its consolidated companies as defined in the Securities Regulations (Preparation of Annual Financial Reports) 2010, is brought to my notice by others in the Corporation and the consolidated companies, especially during the period of the preparation of the reports; and that –

B. Have determined controls and procedures, or verified the determination and existence of controls and procedures under my supervision, that are designed to ensure in a reasonable manner, the credibility of the financial reporting and preparation of the financial reports in accordance with the provisions of the law, and in accordance with the accepted accounting regulations

C. Have not been informed of any event or matter that has occurred during the period, between the date of the last quarterly report as of 30 June 2014 and the date of this report, that relates to the interim financial statements and any other financial information included in the interim period reports, that might be such as to change, in my opinion, the conclusion of the Board of Directors and management with regard to the effectiveness of the internal control over the financial reporting and disclosure of the corporation.

The above does not derogate from my responsibility or the responsibility of anyone else according to the law.

20 November 2014 Signature - Pinhas Kimelman Deputy CEO of Finance

WorldReginfo - dae62feb-b944-45df-89c8-38f5ab795ecd