Stock Exchange News Service

Unaudited interim results for the six months ended 31 March 2017

Oceana Group Limited
Incorporated in the Republic of South Africa
(Registration number 1939/001730/06)
JSE Share Code: OCE
NSX Share Code: OCG
ISIN Number: ZAE 000025284
("Oceana" or "the company" or "the group")

UNAUDITED INTERIM RESULTS
for the six months ended 31 March 2017

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
for the period ended 31 March 2017

                                                                                  Restated*
                                                             Unaudited six    Unaudited six              Audited
                                                              months ended     months ended           year ended
                                                                    31 Mar           31 Mar               30 Sep
                                                                      2017             2016   Change        2016
                                                        Note         R'000            R'000        %       R'000

Revenue                                                          3 140 602        3 602 270     (13)   8 243 988
Cost of sales                                                    1 918 812        2 314 888     (17)   5 051 014
Gross profit                                                     1 221 790        1 287 382      (5)   3 192 974
Sales and distribution expenditure                                 243 750          263 187      (7)     599 036
Marketing expenditure                                               15 373           33 319     (54)      62 702
Overhead expenditure                                               405 100          472 861     (14)   1 022 029
Net foreign exchange loss/(gain)                                    44 677         (69 909)             (72 723)
Operating profit before associate and joint
venture (loss)/profit                                              512 890          587 924     (13)   1 581 930
Associate and joint venture (loss)/profit                          (8 629)          (1 013)               47 561
Operating profit before other operating items                      504 261          586 911     (14)   1 629 491
Other operating items                                     4            774           13 363              100 187
Operating profit                                                   505 035          600 274     (16)   1 729 678
Investment income                                                   14 927           12 886               22 089
Interest expense                                                 (186 073)        (176 020)            (385 202)
Profit before taxation                                             333 889          437 140     (24)   1 366 565
Taxation                                                           104 856          150 184     (30)     408 276
Profit after taxation                                              229 033          286 956     (20)     958 289

Other comprehensive income                                                                                       
Items that may be reclassified subsequently to profit
or loss:                                                                                                        
Movement on foreign currency translation reserve                 (136 394)          256 845                  716
Movement on foreign currency translation reserve of
associate and joint ventures                                       (1 542)          (1 744)             (24 847)
Movement on cash flow hedging reserve                             (20 907)         (36 477)             (49 517)
Movement on fuel hedging reserve                                                      1 757                1 757
Income tax related to loss recognised in equity                                                            2 508
Other comprehensive (loss)/income, net of taxation               (158 843)          220 381             (69 383)

Total comprehensive income for the period                           70 190          507 337     (86)     888 906

Profit after taxation attributable to:                                                                          
Shareholders of Oceana Group Limited                               226 324          271 891     (17)     916 446
Non-controlling interests                                            2 709           15 065     (82)      41 843
                                                                   229 033          286 956     (20)     958 289
Total comprehensive income for the period
attributable to:                                                                                               
Shareholders of Oceana Group Limited                                67 481          492 272     (86)     847 063
Non-controlling interests                                            2 709           15 065     (82)      41 843
                                                                    70 190          507 337     (86)     888 906
Earnings per share (cents)                                                                                       
 Basic                                                               194.0            233.1     (17)       785.8
 Diluted                                                             176.7            212.3     (17)       715.5

*Refer to note 2.

CONDENSED CONSOLIDATED STATEMENT OF FINANCIAL POSITION
at 31 March 2017

                                                              Restated*
                                                 Unaudited    Unaudited        Audited
                                                    31 Mar       31 Mar         30 Sep
                                                      2017         2016           2016
                                        Notes        R'000        R'000          R'000

ASSETS                                                                                
Non-current assets                               6 514 249    7 094 028      6 735 686
Property, plant and equipment                    1 616 962    1 736 284      1 669 373
Intangible assets                                4 448 917    4 859 371      4 605 275
Derivative assets                           5        4 197       18 225          7 636
Deferred taxation                                   15 724       32 486         27 714
Investments and loans                              428 449      447 662        425 688
Current assets                                   3 733 335    3 511 911      4 371 115
Inventories                                      1 197 337    1 372 794      1 393 337
Accounts receivable                              1 456 850    1 468 339      1 551 170
Taxation                                            95 681      109 748        113 666
Cash and cash equivalents                          983 467      561 030      1 312 942
Non-current assets held for sale                                 89 358               

Total assets                                    10 247 584   10 695 297     11 106 801

EQUITY AND LIABILITIES                                                                
Capital and reserves                             3 608 689    3 751 721      4 007 699
Stated Capital                                   1 184 684    1 187 569      1 188 680
Foreign currency translation reserve               281 973      699 141        419 909
Capital redemption reserve                             130          130            130
Cash flow hedging reserve                         (42 563)     (11 124)       (21 656)
Share-based payment reserve                         93 491       86 833        102 083
Distributable reserves                           2 000 821    1 709 370      2 215 919
Interest of own shareholders                     3 518 536    3 671 919      3 905 065
Non-controlling interests                           90 153       79 802        102 634

Non-current liabilities                          4 675 821    5 343 457      5 121 783
Liability for share-based payments                  32 321       88 670        100 126
Long-term loans                                  3 962 558    4 364 695      4 145 142
Derivative liabilities                      6        1 723      224 550        176 301
Deferred taxation                                  679 219      665 542        700 214
Current liabilities                              1 963 074    1 576 007      1 977 319
Accounts payable and provisions                  1 162 715    1 062 740      1 341 938
Current portion - Long-term loans                  578 991      448 213        584 652
Derivative liabilities                      6      164 615                            
Taxation                                            56 753       49 122         50 729
Bank overdrafts                                                  15 932              
Non-current liabilities held for sale                            24 112               

Total equity and liabilities                    10 247 584   10 695 297     11 106 801

*Refer to note 2.

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
for the period ended 31 March 2017

                                                                                          Restated*
                                                                      Unaudited six   Unaudited six       Audited
                                                                       months ended    months ended    year ended
                                                                             31 Mar          31 Mar        30 Sep
                                                                               2017            2016          2016
                                                                              R'000           R'000         R'000

Balance at the beginning of the period                                    4 007 699       3 564 286     3 564 286
Total comprehensive income for the period                                    70 190         507 337       888 906
Profit after taxation                                                       229 033         286 956       958 289
Movement on foreign currency translation reserve                          (136 394)         256 845           716
Movement on foreign currency translation reserve of associate and
joint ventures                                                              (1 542)         (1 744)      (24 847)
Movement on cash flow hedging reserve                                      (20 907)        (36 477)      (49 517)
Movement on fuel hedging reserve                                                              1 757         1 757
Income tax related to loss recognised in equity                                                             2 508
Share-based payment expense                                                   8 366          13 722        28 973
Share-based payment exercised                                              (21 447)                             
Decrease in treasury shares held by share trusts                                493             172         1 281
(Loss)/profit on sale of treasury shares                                      (962)             504         1 136
Disposal of interest in subsidiary                                                              102             
Non-controlling interest on disposal of business                                                             (56)
Oceana Empowerment Trust dividend distribution                             (23 829)        (16 637)      (24 632)
Dividends paid                                                            (431 821)       (317 765)     (452 195)
Balance at the end of the period                                          3 608 689       3 751 721     4 007 699

Comprising:                                                                                                       
Stated capital**                                                          1 184 684       1 187 569     1 188 680
Foreign currency translation reserve                                        281 973         699 141       419 909
Capital redemption reserve                                                      130             130           130
Cash flow hedging reserve                                                  (42 563)        (11 124)      (21 656)
Share-based payment reserve**                                                93 491          86 833       102 083
Distributable reserves                                                    2 000 821       1 709 370     2 215 919
Non-controlling interests                                                    90 153          79 802       102 634
Balance at the end of the period                                          3 608 689       3 751 721     4 007 699

*Refer to note 2.
**R4.5 million was transferred from stated capital to share-based payment reserve during the period.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
for the period ended 31 March 2017

                                                                         Unaudited six    Unaudited six        Audited
                                                                          months ended     months ended     year ended
                                                                                31 Mar           31 Mar         30 Sep
                                                                                  2017             2016           2016
                                                                                 R'000            R'000          R'000
Cash flow from operating activities                                                                                   
Operating profit before associate and joint venture (loss)/profit              512 890          587 924      1 581 930
Adjustment for non-cash and other items                                         33 632          153 012        144 647
Cash operating profit before working capital changes                           546 522          740 936      1 726 577
Working capital changes                                                         39 529        (339 966)       (95 483)
Cash generated from operations                                                 586 051          400 970      1 631 094
Investment income received                                                      24 203           70 913         86 470
Interest paid                                                                (199 677)        (166 949)      (337 497)
Taxation paid                                                                 (67 361)        (531 298)      (707 658)
Special distribution of profit to Oceana Empowerment Trust beneficiaries                       (15 469)       (15 469)
Dividends paid                                                               (455 650)        (334 402)      (476 827)
Cash (outflow)/inflow from operating activities                              (112 434)        (576 235)        180 113

Cash outflow from investing activities                                        (67 329)         (98 239)       (56 352)
Capital expenditure                                                           (83 347)        (100 061)      (210 307)
Replacement of intangible assets                                               (6 035)          (4 361)       (31 281)
Proceeds on disposal of property, plant and equipment                            2 636              958          1 382
Proceeds on disposal of non-current assets held for sale                                         44 705        114 314
Proceeds on disposal of businesses                                                                  369         73 371
Movement on loans and advances                                                  19 417         (30 570)          6 564
Increased contribution/acquisition of a joint venture                                           (9 279)       (10 078)
Increase of investment                                                                                           (317)

Cash (outflow)/inflow from financing activities                              (121 668)         (10 563)          1 954
Proceeds from issue of share capital                                               953              676          2 417
Long-term borrowings (repaid)/raised                                         (122 621)        (142 670)        300 000
Short-term borrowings raised/(repaid)                                                           150 000      (281 438)
Cost associated with debt raising                                                              (18 569)       (19 025)

Net (decrease)/increase in cash and cash equivalents                         (301 431)        (685 037)        125 715
Cash and cash equivalents at the beginning of the period                     1 312 942        1 181 273      1 181 273
Effect of exchange rate changes                                               (28 044)           48 862          5 954
Cash and cash equivalents at the end of the period                             983 467          545 098      1 312 942

NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
for the period ended 31 March 2017

1.  BASIS OF PREPARATION
    The condensed consolidated interim financial information has been prepared in accordance with and containing the
    information required by IAS 34: Interim Financial Reporting as well as the SAICA Financial Reporting Guides as issued
    by the Accounting Practices Committee and Financial Reporting Pronouncements as issued by the Financial Reporting
    Standards Council, the JSE Listings Requirements and Companies Act of South Africa. The condensed consolidated interim
    financial statements have been prepared using accounting policies that comply with IFRS which are consistent with those
    applied in the financial statements for the year ended 30 September 2016, except for the adoption of revised standards
    that became effective during the current period. The adoption of these standards had no material impact on the group.
    The condensed financial information was prepared under the supervision of the group financial director, I Soomra CA(SA).

    The results have not been audited or reviewed by the group's auditors, Deloitte & Touche.

2.  RESTATEMENT OF THE FINANCIAL RESULTS FOR THE PERIOD ENDED 31 MARCH 2016
    The unaudited results for the period ended 31 March 2016 have been restated as to:

2.1  The finalisation of the purchase price allocation of the Daybrook business combination
     During the financial year ended 30 September 2015, the group acquired a 100% beneficial shareholding in Daybrook
     Fisheries Incorporated. The initial accounting for the Daybrook business combination at 30 September 2015 and at the
     end of the prior period was prepared using provisional values as permitted in terms of IFRS 3 Business Combinations
     paragraph 45. The Daybrook purchase price allocation was finalised (within the measurement period, being a period
     not exceeding one year from the acquisition date) on 21 June 2016 and the provisional values adjusted in terms of
     IFRS 3 paragraph 49. The adjustments to the prior period statement of financial position are summarised as follows:

                                                                                                         31 March
                                                                                                             2016
                                                                                                            R'000
                                     Estimated fair     Measurement    Revised fair      Exchange        Adjusted
    Assets acquired and               value at time          period   value at time          rate         closing
    liabilities assumed              of acquisition     adjustments  of acquisition    difference         balance

    Property, plant and equipment           784 444         122 639         907 083        27 745         934 828
    Intangible assets                       503 976         525 435       1 029 411       118 870       1 148 281
    Investment in associate                 127 733                         127 733                       127 733
    Goodwill                              3 191 027       (403 268)       2 787 759      (91 232)       2 696 527
    Accounts receivable                     250 522          16 178         266 700         3 660         270 360
    Inventories                             322 678                         322 678                       322 678
    Cash and cash equivalents               399 304                         399 304                       399 304
    Taxation                              (212 441)                       (212 441)                     (212 441)
    Provisions                            (160 344)                       (160 344)                     (160 344)
    Deferred taxation                     (216 482)       (260 984)       (477 466)      (59 043)       (536 509)
    Derivative liability                  (182 475)                       (182 475)                     (182 475)
    Trade and other payables              (166 689)                       (166 689)                     (166 689)
    Consideration paid in cash            4 641 253                       4 641 253                     4 641 253
    Net cash flow on acquisition
    of business                                                                                                 
    Consideration paid in cash            4 641 253                       4 641 253                     4 641 253
    Less: Cash and cash equivalents
    balances acquired                     (399 304)                       (399 304)                     (399 304)
                                          4 241 949                       4 241 949                     4 241 949
    Goodwill on acquisition                                                                                     
    Consideration                         4 641 253                       4 641 253                     4 641 253
    Less: Fair value of identifiable
    assets acquired and
    liabilities assumed                 (1 450 226)       (403 268)     (1 853 494)      (91 232)     (1 944 726)
                                          3 191 027       (403 268)       2 787 759      (91 232)       2 696 527

2.2  Other comprehensive income -  movement on foreign currency translation reserve of associate and joint ventures
     Movement in the foreign currency translation reserve in the statement of comprehensive income and statement of changes
     in equity arising from investments accounted for under the equity method have been presented in a separate line.

                                                                                                  R'000
    Movement on foreign currency translation reserve -  previously reported                     255 101
    Movement on foreign currency translation reserve of associate and joint ventures              1 744
    Movement on foreign currency translation reserve -  restated                                256 845

2.3 Current portion of long-term loans
    The current portion of long-term loans has been reclassified from accounts payable and provisions into a separate line on
    the face of the statement of financial position.

 
                                                                                                   R'000
      Accounts payable and provisions -  previously reported                                   1 510 953
      Current portion -  long-term loans                                                       (448 213)
      Accounts payable and provisions -  restated                                              1 062 740

                                                            Unaudited six   Unaudited six        Audited
                                                             months ended    months ended     year ended
                                                                   31 Mar          31 Mar         30 Sep
                                                                     2017            2016           2016
                                                                    R'000           R'000          R'000
3.    SEGMENTAL RESULTS      
                                                                            
      Revenue                                                                                           
      Canned fish and fishmeal (Africa)                         1 671 436       1 899 793      4 275 576
      Fishmeal and fish oil (USA)                                 704 733         705 682      1 930 923
      Horse mackerel and hake                                     490 519         562 302      1 227 310
      Lobster and squid                                            73 875          81 286        136 622
      Commercial cold storage and logistics                       200 039         214 671        434 780
      Disposed operations(4)                                                      138 536        238 777
      Total                                                     3 140 602       3 602 270      8 243 988
 
      Operating profit/(loss) before other operating items                                              
      Canned fish and fishmeal (Africa)                           119 843         193 525        528 464
      Fishmeal and fish oil (USA)                                 216 299         190 801        668 152
      Horse mackerel and hake                                     101 361         109 522        269 384
      Lobster and squid                                            19 732          22 561         21 145
      Commercial cold storage and logistics                        47 026          78 989        132 430
      Disposed operations(4)                                                      (8 487)          9 916
      Total                                                       504 261         586 911      1 629 491
 
      Total assets                                                                                      
      Canned fish and fishmeal (Africa)                         2 305 618       2 422 988      2 500 368
      Fishmeal and fish oil (USA)                               5 937 767       6 535 209      6 301 086
      Horse mackerel and hake                                     549 465         589 487        550 458
      Lobster and squid                                            49 547          56 738         40 958
      Commercial cold storage and logistics                       260 405         266 200        268 871
      Disposed operations(4)                                                       89 358              
                                                                9 102 802       9 959 980      9 661 741
      Deferred taxation                                            15 724          32 486         27 714
      Financing(3)                                              1 129 058         702 831      1 417 346
      Total                                                    10 247 584      10 695 297     11 106 801                                                                      
      
      Total liabilities                                                                                             
      Canned fish and fishmeal (Africa)                           846 027         444 987        829 927
      Fishmeal and fish oil (USA)                                 258 540         444 052        413 793
      Horse mackerel and hake                                     193 359         270 904        289 200
      Lobster and squid                                            35 965          29 525         25 455
      Commercial cold storage and logistics                        67 444         128 155         90 170
      Disposed operations(4)                                                       24 112               
                                                                1 401 335       1 341 735      1 648 545
      Deferred taxation                                           679 219         665 542        700 214
      Financing(3)                                              4 558 341       4 936 299      4 750 343
      Total                                                     6 638 895       6 943 576      7 099 102

      Revenue per region(1)
                                                                                                         
      South Africa and Namibia                                  1 708 506       2 160 864      4 305 056
      Other Africa                                                179 056         246 623        480 669
      North America                                               541 547         692 034      1 218 840
      Europe                                                      388 357         221 179      1 139 988
      Far East                                                    222 355         237 626        959 091
      Other                                                       100 781          43 944        140 344
      Total                                                     3 140 602       3 602 270      8 243 988

      Non-current assets per region(2)                                                                    
      South Africa and Namibia                                    868 606         835 122        873 666
      North America                                             5 197 273       5 760 533      5 400 982
      Total                                                     6 065 879       6 595 655      6 274 648

      Revenue excludes the following inter-segmental revenues in South Africa and Namibia which are eliminated on consolidation: canned fish 
      and fishmeal R627.1 million (2016: R446.8 million), horse mackerel and hake R17.3 million (2016: R8.1 million) and Commercial cold storage 
      and logistics R28.7 million (2016: R52.7 million) 

      Notes:
      1 Revenue per region discloses the region in which product is sold.
      2 Non-current assets per region discloses where the subsidiary is located, includes property, plant and equipment, and intangible assets.
      3 Financing includes cash and cash equivalents and loans receivable and payable.
      4 Disposed operations includes segmental information pertaining to the French fries operation (Lamberts Bay Foods Limited) and the CCS fruit operation
        disposed of in the prior year.

                                                                                             Unaudited six         Unaudited six            Audited
                                                                                              months ended          months ended         year ended
                                                                                                    31 Mar                31 Mar             30 Sep
                                                                                                      2017                  2016               2016
                                                                                                     R'000                 R'000              R'000
4.   OTHER OPERATING ITEMS 
                                                                                                                          
      Transaction costs arising from business combination                                                                (1 500)            (2 040)
      Profit/(loss) on disposal of fishing vessel                                                      796               (3 536)            (3 536)
      Profit on the disposal of other assets                                                                                   9                     
      Profit on disposal of non-current assets held for sale                                                              18 390             74 836
      (Loss)/profit on disposal of business interests                                                 (22)                                   31 521
      Impairment of equipment                                                                                                                 (594)
                                                                                                       774                13 363            100 187

      Exceptional transactions outside the ordinary course of business that are substantially capital or non-recurring in nature
      and are identified by management as warranting separate disclosure are disclosed under other operating items in the
      statement of comprehensive income. These comprise profits and losses on disposal and scrapping of property, plant and
      equipment, intangible assets and assets held for sale, impairments or reversal of impairments, profits or losses on disposal
      of investments, operations or subsidiaries and business combination related costs or gains.


                                                                                             Unaudited six         Unaudited six       Audited year
                                                                                              months ended          months ended              ended
                                                                                                    31 Mar                31 Mar             30 Sep
                                                                                                      2017                  2016               2016
                                                                                                     R'000                 R'000              R'000
5.    DERIVATIVE ASSETS   
                                                                                                                        
      Non-current                                                                                                                                 
      Interest rate caps held as hedging instruments                                                                                              
      Opening balance                                                                                7 636                                        
      Additions                                                                                                           18 569             18 569
      Fair value adjustments recognised in profit or loss
      (ineffective portion)                                                                          (562)                 (344)            (2 732)
      Fair value adjustments recognised in other comprehensive income
      (effective portion)                                                                          (2 877)                                  (8 201)
                                                                                                     4 197                18 225              7 636

      Interest rate caps and swaps recorded in the cash flow hedging reserve, derivative assets and derivative liabilities (note 6)
      are regarded as level 2 financial instruments. Level 2 fair value measurements are those derived from inputs that are
      observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices).
      The fair value of interest rate caps and swaps is calculated as the present value of the estimated future cash flows based
      on observable yield curves.
      Interest rate caps were executed in the prior year, with a maturity date of 20 July 2018. Interest rate caps were designated
      as cash flow hedges and executed to hedge the interest that is payable under various debt facilities with principal values of
      R1 810 million. The amount of the principal value designated as a hedged item is R980 million.

                                                                                             Unaudited six         Unaudited six       Audited year
                                                                                              months ended          months ended              ended
                                                                                                    31 Mar                31 Mar             30 Sep
                                                                                                      2017                  2016               2016
                                                                                                     R'000                 R'000              R'000
6.    DERIVATIVE LIABILITIES
                                                                                                                       
      Opening balance                                                                              176 301               209 963            209 963
      (Gain)/loss recognised in other comprehensive income                                         (6 749)                                    6 513
      Loss/(gain) recognised in profit or loss                                                       2 080                                 (42 623)
      Foreign currency translation adjustment                                                      (5 294)                14 587              2 448
      Closing balance                                                                              166 338               224 550            176 301
      Put option                                                                                   164 615               224 500            170 053
      Interest rate swap                                                                             1 723                                    6 248
                                                                                                   166 338               224 500            176 301

     The put option recorded in derivative liabilities is regarded as a level 3 financial instrument for fair value measurement
     purposes. Level 3 financial instruments are those derived from inputs that are not based on observable market data
     (unobservable inputs). The fair value of the put option is determined using discounted cash flow analysis.

     In terms of the Westbank operating agreement the remaining shareholders of Westbank Fishing Limited Liability Company
     ("Westbank") could put their 75% equity stake in Westbank to Daybrook Fisheries Incorporated ("Daybrook") or its nominee
     for a fixed price of USD31.5 million ("put option strike price"). Effective 1 November 2016, the Westbank Fishing Limited
     Liability Company exercised the put option in terms of the Westbank operating agreement. The exercise of the put option
     triggers the payment of the put option strike price plus the put option premium as well as any unpaid distributions on
     the put closing date, being 15 November 2017. The put option derivative liability amounting to R 164.6 million has been
     classified as a current liability at 31 March 2017 due to the expected settlement thereof within 12 months from the end of
     the reporting date.

     The put option liability was remeasured to fair value in the prior year by measuring the put option strike price plus the
     put premium to the fair value of Westbank. Westbank was valued using a discounted cash flow model and unobservable
     inputs including forecast annual revenue growth rates of 1.8% to 2.0%, forecast EBITDA margin of 22.6% to 25.6% and
     a risk-adjusted discount rate of 8.2%. A change in the discount rate by 1% would increase or decrease the fair value by
     R70.0 million. During the period no fair value adjustment was recognised in operating profit.

     The notional principal amount of the interest rate swaps at 31 March 2017 amounts to R1 085 million (2016:
     R1 257 million). This comprises hedges on the term debt of R1 734 million (2016: R1 996 million). The swap is to hedge
     the interest that is payable under the debt facility. During the period a fair value gain of R6.7 million was recognised in
     other comprehensive income.

                                                                             Unaudited six     Unaudited six      Audited year
                                                                              months ended      months ended             ended
                                                                                    31 Mar            31 Mar            30 Sep
                                                                                      2017              2016              2016
                                                                                     R'000             R'000             R'000
7.  DETERMINATION OF HEADLINE EARNINGS
                                                                                         
    Profit after taxation attributable to shareholders of
    Oceana Group Limited                                                           226 324           271 891           916 446
    Adjusted for:                                                                                                              
    Insurance proceeds                                                               (998)                             (1 330)
    Profit on disposal of non-current assets held for sale                                           (8 847)          (74 836)
    Headline earnings adjustments -  joint ventures                                                                   (16 030)
    Net loss on disposal of property, plant and equipment and
    intangible assets                                                                  672             2 676             7 030
    Loss/(profit) on disposal of business interests                                     22                            (31 521)
    Impairment of equipment                                                                                                594
    Total non-controlling interest in above                                             68                               4 362
    Total tax effect of adjustments                                                   (69)             3 409            15 593
      Headline earnings for the period                                             226 019           269 129           820 308

      Headline earnings per share (cents)                                                                                     
      -  Basic                                                                       193.8             230.8             703.4
      -  Diluted                                                                     176.4             210.2             640.5

8.  DIVIDENDS 
                                                                                                                
    Estimated dividend declared after reporting date                               105 035           130 622           416 519
    Dividends per share (cents)                                                       90.0             112.0             469.0
    Number of shares in issue net of treasury shares                               116 705           116 627           116 672

9.  SUPPLEMENTARY INFORMATION
                                                                                                 
    Amortisation                                                                    27 467            39 889            57 051
    Depreciation                                                                    95 422            94 605           203 334
    Operating lease charges                                                         25 127            26 013           112 039
    Share-based expenses                                                            11 836            45 672            87 512
    Cash-settled compensation                                                        3 470            31 950            58 539
    Equity-settled compensation                                                      7 771            12 456            26 600
    Oceana empowerment trust                                                           595             1 266             2 373
    Capital expenditure                                                             89 382           104 422           241 588
    Expansion                                                                       14 730            11 635            13 883
    Replacement                                                                     74 652            92 787           227 705
    Budgeted capital commitments                                                   223 351           162 191           226 708
    Contracted                                                                      36 020            68 612            25 386
    Not contracted                                                                 187 331            93 579           201 322

                                                                                 Number of         Number of         Number of
                                                                                    shares            shares            shares
                                                                                      '000              '000              '000
10. ELIMINATION OF TREASURY SHARES
                                                                                          
    Weighted average number of shares in issue                                     135 526           135 526           135 526
    Less: Weighted average treasury shares held by share trusts                   (13 785)          (13 815)          (13 806)
    Less: Weighted average treasury shares held by subsidiary company              (5 094)           (5 094)           (5 094)
    Weighted average number of shares on which basic earnings per
    share and basic headline earnings per share are based                          116 647           116 617           116 626
    Weighted average number of shares on which diluted earnings per
    share and diluted headline earnings per share are based                        128 098           128 064           128 076

11. RELATED-PARTY TRANSACTIONS

    The group entered into various transactions with related parties in the ordinary course of business, on an arm's length basis. 
    The nature of related-party transactions is consistent with those reported previously.

12. CONTINGENT LIABILITIES AND GUARANTEES

    The company and its subsidiaries have given cross suretyships in support of bank overdraft facilities of certain subsidiaries
    and the company. The company has given a letter of support to Calamari Fishing Proprietary Limited, Oceana Lobster Limited
    and Blue Continent Products Proprietary Limited. The company has guaranteed the long-term loan of R2 806.9 million
    (2016: R2 816.6 million). Furthermore, six (2016: six) of the subsidiaries in the group have guaranteed the loan.

13. EVENTS AFTER THE REPORTING DATE

    Subsequent to the reporting date and up to the date of this report, no events occurred that may have an impact on the
    group's reported financial position at 31 March 2017.

COMMENTS

FINANCIAL RESULTS

Group revenue, after adjusting for businesses sold during 2016, decreased by 9% to R3 141 million (March 2016:
R3 464 million from continuing operations). This decline was mainly due to lower canned fish volumes and the effect of a
stronger Rand. US Dollar revenue for 2017 was converted at an average exchange rate of R13.60/USD compared to R15.10/USD
for the comparable period. US Dollar revenue growth of 14% was achieved in our US operations and export businesses in South
Africa, Namibia and Angola, which together contributed USD100.2 million compared to USD88.1 million during the same period
in 2016.

The 14% decrease in group operating profit before other operating items to R504 million (March 2016: R587 million)
reflected the adverse movement in net foreign exchange, from a gain of R69.9 million in 2016 to a loss of R44.7 million in
this reporting period. These movements were primarily due to the effects of forward exchange contracts to cover the cost of
imported frozen fish for our canned fish business. Despite the improvement in the average rate of forward cover to R14.05/USD
from R14.75/USD in 2016, the volatility in the average spot rate over the period resulted in material movement in foreign
exchange costs.

Net interest expense for the period of R171 million (March 2016: R163 million) related to finance costs on additional working
capital facilities and long-term borrowings. The average interest rate for all debt is currently 7.21% (March 2016: 6.69%).

Headline earnings for the period decreased by 16% compared to the prior period. An interim dividend of 90 cents per share has
been declared (March 2016: 112 cents per share).

FINANCIAL POSITION AND CASH FLOW

Group cash flow from operations improved by 46% to R586 million (March 2016: R401 million) with improved use of
working capital offsetting decreased cash flows from canned fish sales. At the end of the period, the group has positive cash
balances of R983 million (March 2016: R545 million) of which R827 million (March 2016: R542 million) is held in dollar
denominated accounts.

At 31 March 2017, group net debt was R3 558 million (March 2016: R4 268 million) of which R908 million (March 2016:
R1 454 million) was US Dollar denominated. The net debt to EBITDA ratio at 31 March 2017 was 1.9 times (March 2016:
2.8 times).

REVIEW OF OPERATIONS

Canned fish and fishmeal (Africa)

The initial 2017 South African Total Allowable Catch (TAC) for pilchard decreased to 23 964 tons from 64 928 tons
in 2016, and the Namibian pilchard TAC was maintained at 14 000 tons. Our strategy of importing frozen raw material for local
processing continued during the period.

The canned fish division experienced a challenging six months with sales volumes decreasing by 28% to 3.6 million cartons
(March 2016: 5.0 million cartons). This was driven primarily by the timing of buy-in effects ahead of price increases taken in
April 2016 and October 2016, respectively. Canned fish realisations were on average 9.9% higher over the period due to the sales 
mix and the price increase in October 2016.

Costs in the canned fish division were well managed. Procurement efficiencies and improved US Dollar pricing for imported
product contributed to an increase in gross profit margin. This was materially offset by Rand strength against the US Dollar which
resulted in foreign exchange losses for the division of R32.2 million compared to a gain of R67.6 million for the comparable
period. As a result, the division's overall margin and profitability decreased for the six months.

The fishmeal and fish oil division delivered a solid performance despite headwinds from export earnings and fishmeal pricing.
Overall sales volumes improved following positive landings in Angola and improved opening inventory in South Africa. This was
partially offset by fishmeal and fish oil pricing which softened during the period, caused by increased global production following
higher quotas in Europe and Peru and improved landings in Chile. As a result, both revenue and operating profit for the division 
showed material improvement.

Fishmeal and fish oil (USA)

The 2016 fishing season for the Menhaden fishery ended on 10 November 2016, and consequently our fishing and processing
operations in Daybrook were inactive for a large portion of the period under review. During this period, we undertake annual
maintenance on plants and vessels. The 2017 season opened on 17 April 2017 and will run to the end of October 2017.

Revenue was up on the prior period by 12% in US Dollars. The state of the Menhaden resource is healthier than originally
anticipated. The increased landings in the 2016 fishing season contributed to elevated opening inventory levels for the period,
resulting in improved sales volumes of fishmeal and oil to 31 507 tons (March 2016: 27 809 tons). Since a large portion of
fishmeal sales are concluded in advance, this segment has not felt the effect of softer global fishmeal prices for the
six months under review.

Strong improvement in operating profit to USD16 million for the six months compared to USD12.7 million for the comparable
period was offset by the effects of a stronger Rand when consolidating earnings into the group's results. Operating profit in Rand
terms improved by 13%.

Horse mackerel and hake

The 2017 Namibian horse mackerel TAC increased by 1.5% to 340 000 tons (2016: 335 000 tons). The Ministry of Fisheries
and Marine Resources made an initial allocation of 140 000 tons for the 2017 fishing season with 34.8% (March 2016: 45.4%) 
allocated to existing rights holders.

The Desert Diamond fished in South African waters during the current period, having been deployed in Namibia during the
first six months of the prior period. Catch rates in Namibia are back in line with historical averages following lower catch rates
experienced in the first quarter, with the size mix having decreased marginally.

In South Africa, the Precautionary Maximum Catch Limit (PMCL) for targeted catch of horse mackerel decreased by 28.4%
to 27 684 tons (2016: 38 656 tons). Consequently, quota available to Oceana through own and joint venture allocations,
following the 2016 Fishing Rights Allocation Process (FRAP), dropped to 24.8% (2016: 34.7%) of the PMCL.

Catches in South Africa improved materially over the period.

Overall, horse mackerel revenue was lower due to decreased sales volumes, offset by an improvement in US Dollar sales prices 
due to improved size mix. The effect of improved pricing and procurement efficiencies served to improve overall trading margins 
for the horse mackerel business. As a result, operating profit was marginally lower than for the prior period.

The 2017 hake offshore TAC reduced by 4.7% to 117 194 tons (2016: 123 020 tons). Vessel utilisation in this division was affected
by the planned factory upgrade of the Mfv Beatrice, and the unforeseen breakdown of two vessels, which resulted in decreased
sales volumes for the period. Revenue and operating profit were consequently lower than the prior period, despite the positive
effects of stronger European pricing which countered in part the effects of a stronger Rand.

Lobster and squid

The 2017 TAC for west coast lobster remained unchanged at 1 924 tons, although the offshore allocation dropped from 1 244 tons
in 2016 to 1 204 tons. Quota available to Oceana for the current season was 256 tons (2016: 264 tons). The industry continues
to operate under an exemption with a delay in the announcement of the 2016 FRAP allocations.

Revenue and operating profit in the lobster business declined following the combined effect of lower landings resulting from
a delay in the TAC announcement and permit allocations at the start of the 2017 season, lower catch rates, and the effect of 
a stronger Rand.

Fishing rights allocated to the squid business remained unchanged over the period. Squid revenue and operating profit improved
materially due to firm prices and increased landings compared to the prior period.

Commercial cold storage and logistics (CCS)

Difficult trading conditions in certain geographies resulted in occupancy levels in the CCS business declining from the high base
set in 2016. This was primarily caused by lower poultry volumes and the loss of some customers in the Gauteng region due to
increased competition resulting from lower market volumes. In addition, the timing of frozen fish imports in the
canned fish segment improved, resulting in lower levels of stored frozen fish in our cold storage locations in Cape Town.

The effect of lower occupancy in Gauteng, particularly at our leased sites in Midrand, had a material impact on profitability for
this segment which declined from R79 million for the period to 31 March 2016 to R47 million in the current period. The effect of
lower frozen fish volumes, while material for this segment, has a negligible effect on group earnings.

PROSPECTS

Currency volatility is expected to persist in the medium term which will impact our performance for the full year. Export revenue
for the period 1 April to 30 September 2016 was converted at approximately R14.60/USD.

Earnings from our canned fish division are expected to improve in the second half of the year through anticipated good sales
volumes in South Africa driven by better pricing and marketing strategies.

Performance in our horse mackerel operations remains highly dependent on our ability to secure quota in Namibia at favourable
prices.

In our cold storage business, we expect frozen fish volumes associated with our canned fish production to improve. Occupancies
in our Gauteng stores will continue to be affected by reduced poultry volumes.

Fishmeal and fish oil prices are expected to remain under pressure in the short term following the recent announcement that the Peruvian
first fishing season anchovy quota allocation has been set at 2.8 million tons (2016: 1.8 million tons). Based on early season 
catches in South Africa, Angola and the US (Daybrook) we are optimistic that improved total landings across our fishmeal and 
oil operations will partially mitigate the effect of softer prices.

The Department of Agriculture, Forestry and Fisheries (DAFF) is reviewing horse mackerel FRAP appeals and an announcement
is expected within the next few months. We also await the judgement in the Viking Fishing court case which could provide
strategic clarity on future fishing rights allocation processes.

The process of finding a suitable US-based partner for the 75% equity stake in Westbank Fishing is continuing. We expect to
conclude this prior to the exit of the current partners.

The information and any forward-looking statements set out in this announcement have not been reviewed or reported on by the auditors.

On behalf of the board

MA Brey                                                           FP Kuttel
Chairman                                                          Chief executive officer
18 May 2017                                                        

CASH DIVIDEND DECLARATION

Notice is hereby given of dividend number 147. A gross interim dividend amounting to 90 cents per share, for the six months
ended 31 March 2017, was declared on Thursday, 18 May 2017, out of current earnings. Where applicable the deduction of
dividends withholding tax at a rate of 20% will result in a net dividend amounting to 72 cents per share.

The number of ordinary shares in issue at the date of this declaration is 135 526 154. The company's tax reference number
is 9675/139/71/2. Relevant dates are as follows:

Last day to trade cum dividend     Tuesday, 27 June 2017
Commence trading ex dividend       Wednesday, 28 June 2017
Record date                        Friday, 30 June 2017
Dividend payable                   Monday, 3 July 2017

Share certificates may not be dematerialised or rematerialised between Wednesday, 28 June 2017, and Friday, 30 June 2017,
both dates inclusive.
By order of the board

JC Marais
Company secretary
18 May 2017

DIRECTORATE AND STATUTORY INFORMATION

Directors:                          MA Brey (chairman), FP Kuttel* (chief executive officer), ZBM Bassa, PG
                                    de Beyer, NP Doyle, GG Fortuin, LL Mac Dougall, S Pather, NV Simamane,
                                    I Soomra* (* Executive)
Change to Directors:                PB Matlare resigned from the Board of Directors effective 16 February 2017
Registered Office:                  9th Floor, Oceana House, 25 Jan Smuts Street, Foreshore, Cape Town, 8001
Transfer Secretaries:               Computershare Investor Services Proprietary Limited
                                    Rosebank Towers, 15 Biermann Avenue, Rosebank, Johannesburg, 2196 
                                    (PO Box 61051, Marshalltown, 2107)
Sponsor -  South Africa:            The Standard Bank of South Africa Limited
Sponsor -  Namibia:                 Old Mutual Investment Services (Namibia) Proprietary Limited
Auditors:                           Deloitte & Touche
Company Secretary:                  JC Marais
JSE share code:                     OCE
NSX share code:                     OCG
ISIN:                               ZAE000025284

Cape Town
18 May 2017



Date: 18/05/2017 04:45:00 
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