The disposal of the business of Cinqpet and further cautionary announcement ASTRAPAK LIMITED (Incorporated in the Republic of South Africa) (Registration number: 1995/009169/06) Share Code: APK ISIN: ZAE000096962 Share Code: APKP ISIN: ZAE000087201 ("Astrapak", "the Group" or "the Company") THE DISPOSAL OF THE BUSINESS OF CINQPET AND FURTHER CAUTIONARY ANNOUNCEMENT 1. Introduction and rationale Further to the cautionary announcement released on the Stock Exchange News Service of the JSE Limited ("JSE") on 18 February 2015, shareholders are advised that Astrapak has entered into an agreement to dispose of Cinqpet (a division of Astrapak Manufacturing Holdings (Pty) Limited) ("Cinqpet") to Boxmore Plastics SA (Pty) Limited ("Boxmore") ("the Transaction"). The polyethylene terephthalate ("PET") market remains highly competitive and the fundamentals continue to change rapidly. The trend of customers moving in-house to blow their own bottles and consolidating filling facilities in terms of centers of excellence continues to further impact the sustainability of businesses operating in this market segment. Accordingly and in line with Astrapak’s strategy, the Company decided to dispose of the business of Cinqpet. The Transaction will enhance the financial performance of Astrapak following its implementation. 2. Nature of the Transaction In terms of the Transaction Astrapak will be disposing of all the fixed assets, working capital and goodwill of Cinqpet. 3. Overview of Cinqpet Cinqpet is a supplier of mainly PET bottles for the non-carbonated soft drink market in Johannesburg and surrounds and is based in Denver, Johannesburg. 4. Purchase consideration The purchase price payable is based on an estimated value of R44.4m for the business as at the closing date of the Transaction. This represents a premium of R6.0m to the book value of the assets being disposed of in terms of the Transaction. Boxmore will be financing the acquisition of Cinqpet through a combination of existing facilities and cash resources and the purchase consideration will be utilised by Astrapak to reduce its current level of gearing. 5. The value of assets and profits attributable to the net assets which are the subject of the Transaction As at the end of the financial year 28 February 2015 the value of the net assets that are the subject of the Transaction were R38.4m and the business of Cinqpet had an attributable loss of R7.4m for the same financial year. 6. Conditions precedent The Transaction is subject to the usual and normal suspensive conditions applicable to a transaction of this nature, namely: - approval of the Transaction by the Boards of Directors of both Astrapak and Boxmore; - approval of the Transaction by the Boxmore shareholders; - approval of the Transaction by the financiers of Astrapak; - consents of counterparties to material contracts; - cession of lease agreements with existing landlords; and - approval of the Transaction by the Competition Commission Authority. 7. Effective date The effective date of the Transaction will be the month following the fulfilment of all the conditions precedent, which is expected to be on or about 30 June 2015. 8. JSE categorisation The Transaction is categorised as a category 2 transaction in terms of the JSE Listings Requirements and accordingly no shareholder approval is required. 9. Further cautionary announcement Given the various negotiations referred to in the cautionary announcement dated 18 February 2015, Astrapak shareholders are advised to continue exercising caution when trading in their Astrapak shares. Johannesburg 25 March 2015 Merchant bank and sponsor RAND MERCHANT BANK (A division of FirstRand Bank Limited) Date: 25/03/2015 04:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.