QUANTUM FOODS HOLDINGS LIMITED - Acceptance of granted phantom share rights in terms of the Quantum Foods Equity Settled Phantom Share Plan

Acceptance of granted phantom share rights in terms of the Quantum Foods Equity Settled Phantom Share Plan

QUANTUM FOODS HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2013/208598/06)
Share code: QFH
ISIN: ZAE000193686
(“Quantum Foods” or the “Company”)

ACCEPTANCE OF GRANTED PHANTOM SHARE RIGHTS IN TERMS OF THE QUANTUM FOODS HOLDINGS LIMITED EQUITY SETTLED PHANTOM SHARE PLAN

In compliance with paragraphs 3.63 to 3.66 of the JSE Limited Listings Requirements (“Listings Requirements”),
shareholders of Quantum Foods are hereby advised of the following dealings in securities by executive directors of the
Company and a director of a major subsidiary of the Company:

 Nature of transaction:                                     Acceptance of Phantom Share Rights (“PSRs”) in terms
                                                            of the Quantum Foods Holdings Limited Equity Settled
                                                            Phantom Share Plan
 Class of securities:                                       PSRs linked to Quantum Foods ordinary shares
                                                            (“Ordinary Shares”)
 Date of PSRs grant:                                        23 February 2023
 Strike price of PSRs:                                      R4.743
 Vesting dates of PSRs:                                     23 February 2026, 23 February 2027 and
                                                            23 February 2028
 Period of exercise:                                        Participants will have until midnight on the anniversary
                                                            of the relevant vesting date to exercise vested PSRs
 Nature and extent of interest:                             Direct beneficial
 On-market or off-market:                                   Off-market
 Clearance given in terms of paragraph 3.66 of the          Yes
 Listings Requirements:

 Transaction 1:

 Name of executive director of the Company:                 Hendrik Albertus Lourens
 Date of acceptance of the PSRs:                            2 March 2023
 Number of PSRs granted and accepted:                       1 891 234
 Total value of transaction:                                Refer to note 3 below

 Transaction 2:

 Name of executive director of the Company:                 Andre Hugo Muller
 Date of acceptance of the PSRs:                            2 March 2023
 Number of PSRs granted and accepted:                       544 220
 Total value of transaction:                                Refer to note 3 below

 Transaction 3:

 Name of director of Quantum Foods Proprietary Limited,     Roelof Viljoen
 a major subsidiary of the Company:
 Date of acceptance of the PSRs:                            2 March 2023
 Number of PSRs granted and accepted:                       477 174                                                                                                                     
 Total value of transaction:                                Refer to note 3 below

Notes:
1. 50% of the granted PSRs are time-based and will vest in 3 tranches of 33.33% each on the vesting dates specified
   above.
2. 50% of the granted PSRs are performance-based and will vest in 3 tranches of 33.33% each on the vesting dates
   specified above, subject to a formula based on, inter alia, the compounded annual growth rate (“CAGR”) of the
   Company’s adjusted headline earnings per share (“HEPS”) from baseline HEPS. The CAGR is measured from the
   financial year prior to the date of grant of the PSRs to the financial year prior to the date of exercise.
3. The total number of Ordinary Shares that will be settled pursuant to the exercise of vested PSRs will be determined
   in accordance with, inter alia, a formula based on the increase in the Ordinary Share price from the date of grant of
   the PSRs to the date of exercise. Accordingly, the total number of Ordinary Shares that will be settled and the total
   value thereof, will only be determined at a future date.
4. A further announcement will be published on SENS following the exercise of vested PSRs, disclosing the exact
   number of Ordinary Shares settled and the total value thereof, in accordance with the Listings Requirements.


Wellington
2 March 2023

Corporate advisor and Sponsor
One Capital

Attorneys
Webber Wentzel
                                                                                                                     

Date: 02-03-2023 10:25:00
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