CADIZ HOLDINGS LIMITED - Company Update, Disclosure of Share Transactions and Board Changes

Company Update, Disclosure of Share Transactions and Board Changes

CADIZ HOLDINGS LIMITED
Incorporated in the Republic of South Africa
(Registration number 1997/007258/06)
Share code: CDZ    ISIN: ZAE000017661
(“Cadiz” or “the Company”)


COMPANY UPDATE, DISCLOSURE OF SHARE TRANSACTIONS AND BOARD CHANGES


COMPANY UPDATE

Cadiz is pleased to advise shareholders that, following the
announcement on 20 March 2015 that a management-led consortium had
acquired a 20.71% stake in the Company from founders Ray and Frank
Cadiz, Stellar Capital Partners Limited (“Stellar”) today also
announced that it has acquired a 16.45% shareholding in Cadiz
mainly from Blackstar (Cyprus) Investors Limited (“Blackstar”).

The investment by the consortium underscores senior management’s
commitment to the business and further aligns the interests of
management and clients. The senior management team has served
Cadiz for many years and understands the business and its client
base. Stellar will partner with management in growing the business
and based on their experience are expected to add value.

Stellar, which recently evolved out of ConvergeNet group into a
listed investment holding company on the back of a successful
capital raise, is a shareholder of reference, which invests
alongside incentivised management in opportunities which will
benefit from its strategic guidance or corporate finance
expertise. Cadiz shares a common empowerment partner, Makana
Investment Corporation, with Tellumat, an existing Stellar
investee company. Makana is also supportive of these share
transactions.

The acquisition of the stake by management has been supported by
Blackstar, who have been the catalyst for the strategic change in
Cadiz since entering the business in November 2014.

A thorough review of the business has been undertaken and a
comprehensive cost restructure is well underway which should lead
to Cadiz having a lower cost base which is more variable to assets
under management.

Over the past three months the restructuring has led to a
reduction in staff numbers from 90 to approximately 50, with 19
staff members being transferred to Maitland following the
outsourcing of the administration function on 1 April 2015. The
transfer to a full outsourcing relationship will be phased over
the next 6 months with the full cost benefit to be realised from
October 2015.

Post the restructuring Cadiz Asset Management will then be focused
purely on investments, clients and business development.
Cadiz has a strong brand and the management team is confident that
with the support of their funders and Stellar they will complete
the restructure and importantly grow revenues and assets under
management, to return Cadiz to a market leading position in the
asset management sector.


DISCLOSURE OF SHARE TRANSACTIONS

In accordance with section 122(3)(b)of the Companies Act 71 of
2008 and section 3.83(b) of the JSE Listings Requirements, holders
of ordinary shares in the Company are advised that:

Stellar has acquired ordinary shares in the Company such that its
beneficial interest is 16.45% in the issued ordinary shares of the
Company; and

Blackstar has disposed of ordinary shares in the Company such that
its beneficial interest is 0% in the issued ordinary shares of the
Company.

Peregrine has disposed of ordinary shares in the Company such that
its beneficial interest is 0% in the issued ordinary shares of the
Company.


BOARD CHANGES

Following the changes in shareholding, the Blackstar board
representatives Andrew Bonamour, William Marshall Smith have
resigned as non-executive directors and Brian Wootton has resigned
as executive director with effect from 8 April 2015.

The Board would like to thank them for facilitating the change in
strategic direction of the business.

Roberto (“Robbie”) Gonsalves has been appointed to the board with
effect from 8 April 2015 as an executive director. Robbie joined
Cadiz in 1998 to lead the group’s move into corporate structuring
and was appointed managing director of Cadiz Corporate Solutions in
1999. He serves on the boards of several unlisted companies in
which Cadiz has an interest. Robbie was previously a partner at
PricewaterhouseCoopers in Cape Town and also served in their Boston
office where he gained exposure to the firm’s M&A activities and
the private equity industry.

The Board and the composition of the Board committees will be
amended in due course, including the appointment of a Stellar
representative to the board. It is the further intention to
appoint additional black directors to the board in the short term
to ensure greater diversity at board level.
Following these changes Brian Wootton, Interim CEO of Cadiz Asset
Management, will remain in the position until at least the end of
June 2015.


Cape Town
8 April 2015

Sponsor: Investec Bank Limited

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