TIGER BRANDS LIMITED - Tiger Brands Ltd 2013 Share Plan: Dealing in Securities

Tiger Brands Ltd 2013 Share Plan: Dealing in Securities

TIGER BRANDS LIMITED
“Tiger Brands” or “the Company”
(Incorporated in the Republic of South Africa)
(Registration number 1944/017881/06)
Share code: TBS
ISIN: ZAE000071080


TIGER BRANDS LIMITED 2013 SHARE PLAN: DEALING IN SECURITIES


In compliance with paragraphs 3.63 – 3.74 of the Listings Requirements of JSE Limited (“the
JSE”), shareholders are advised that Tiger Brands Limited (“the Company”) has offered
Performance Vesting Share Appreciation Rights (“SARs”) and the following Performance
Vesting Shares (“PVS”) to the following directors of the Company, the Company Secretary
and directors of major subsidiaries of the Company (“the Participants”), as set out below.
The offers were accepted on 31 March 2014.

SARs are allocated at an allocation price equal to the volume weighted average price of a
Tiger Brands share on the JSE over the 10 trading days immediately prior to the Offer Date
(“the Allocation Price”). Provided that the performance criteria are met, one-third of the SARs
allocation will vest on each of the third, fourth and fifth anniversary dates of the Offer Date (in
terms of the performance criteria, the number of SARs vesting in relation to the full number
allocated is progressively reduced if company financial performance targets are not met).
The Participants may elect to delay exercise of the SARs to some future date not exceeding
the sixth anniversary of the Offer Date. The value of the SARs which a Participant may
exercise will be calculated with reference to the difference between the closing price of a
Tiger Brands share on the date on which a Participant exercises his SARs and the Allocation
Price. The Company, at its sole and absolute discretion, can decide to settle the value of the
SARs to the Participant in Tiger Brands shares or in cash.

PVS are conditionally awarded with the final number settled after three years from the Offer
Date dependent on the performance criteria set being met. The number of shares to be
settled will range from 0% to 300% of the conditional award. The determined number of PVS
will be settled to the Participant in shares or in cash, at the Company’s sole and absolute
discretion.

The SARS and PVS offered may be summarised as follows:

Name                     Position                     No of SARS           No of PVS awarded
                                                       allocated
P B Matlare              Director                              20,540                       5,140
O Ighodaro               Director                              18,680                       2,680
C F H Vaux               Director                              18,100                       2,780
N P Doyle                Director of a major                   18,200                       2,790
                         subsidiary
N Segoale                Director of a major                     12,820                     2,760
                         subsidiary
N G Brimacombe           Director of a major                     17,760                     2,720
                         subsidiary
A G Kirk                 Director of a major                     11,800                     2,540
                         subsidiary
I W M Isdale             Company Secretary                         6,610                    1,200
                         and Director of a
                         major subsidiary
The following are applicable to the above:

-   Class of underlying security to which      Ordinary shares
    rights attach
-   SARs Allocation Price per share            R254.45
-   PVS Award Price per share                  Rnil (not applicable)
-   Nature of transaction                      Off-market allocation of SARs and PVS
-   SARS vesting period                        One-third of allocation on each of the third,
                                               fourth and fifth anniversary dates of the Offer
                                               Date
-   PVS vesting period                         Third anniversary of the Offer Date
-   Nature of interest                         Direct beneficial


In accordance with section 3.66 of the Listings Requirements the necessary clearance was
obtained to offer the abovementioned SARS and PVS.


Bryanston


Date:          31 March 2014


Sponsor
J.P. Morgan Equities South Africa Proprietary Limited

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