DISTELL GROUP HOLDINGS LIMITED - Further cautionary announcement

Further cautionary announcement

Distell Group Holdings Limited
Incorporated in the Republic of South Africa
Registration Number: 2016/394974/06
ISIN: ZAE000248811
Share Code: DGH
(“Distell” or “the Company”)

FURTHER CAUTIONARY ANNOUNCEMENT

1.   Introduction

     Shareholders are referred to the cautionary announcement released on SENS on 18 May 2021 and the further
     cautionary announcements released on SENS on 29 June 2021 and 11 August 2021, relating to the approach by
     Heineken N.V. (“Heineken”) regarding the potential acquisition of the majority of Distell’s business (“Potential
     Transaction”).

     The discussions between Heineken and Distell are progressing, but several aspects still need to be considered
     and ultimately agreed. The Potential Transaction, should it proceed, will be subject to several conditions, one of
     which relates to Distell not making any distributions, including a dividend declaration, to its shareholders in respect
     of the financial year ended 30 June 2021. In light of this, the board has taken a decision not to declare a dividend
     for the financial year ended 30 June 2021.

     Shareholders should take note there is no certainty that all the remaining aspects will be successfully resolved and
     agreed. In the event that discussions regarding the Potential Transaction are terminated, the board intends to
     declare a dividend in respect of the financial year ended 30 June 2021.

     Distell believes that it will be in a position to provide more detailed information to shareholders on the Potential
     Transaction before the end of Q3 2021.

2.   Further Cautionary

     Shareholders are advised to continue to exercise caution when dealing in their Distell securities until a further
     announcement is made, as the outcome of the discussions referred to in this cautionary may influence the price of
     the Distell securities.

Stellenbosch
26 August 2021

Transaction Advisor, Sponsor and Corporate Broker to Distell
Rand Merchant Bank (a division of FirstRand Bank Limited)

Legal Advisor to Distell
ENSafrica

Date: 26-08-2021 07:05:00
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