AFRICAN EQUITY EMPOWERMENT INVESTMENTS LIMITED - Posting of circular and notice of general meeting

Posting of circular and notice of general meeting

African Equity Empowerment Investments Limited
(Incorporated in the Republic of South Africa)
Registration number 1996/006093/06
Share code: AEE
ISIN: ZAE000195731
("AEEI" or “the Company”)


POSTING OF CIRCULAR AND NOTICE OF GENERAL MEETING

1.     INTRODUCTION

1.1.     Shareholders are referred to the Company’s SENS announcement dated
         15 November 2016, advising that AEEI’s board of directors has
         approved a proposal to list its subsidiary, Premier Food and Fishing
         (“PFF”), on the JSE, subject to market conditions (“Listing”).

1.2.     As a condition to the Listing and in order to provide PFF with
         additional capital to fund its further expansion, it is proposed that
         PFF will, on the date of the Listing, issue shares to eligible
         investors by way of a private placement, such new shares
         representing, following their issue, up to 49% of the issued share
         capital of PFF (“Share Issue”). AEEI’s shareholding in PFF will, as
         a result of the Share Issue, reduce from 100% to not less than 51%,
         with PFF remaining a subsidiary of AEEI. The Listing remains subject
         to the approval of the JSE.

1.3.     The Share Issue by PFF will constitute a category 1 disposal by AEEI
         in terms of the JSE Listings Requirements and, accordingly, requires
         the approval of AEEI shareholders. AEEI has, accordingly, today
         posted a circular to shareholders, detailing the Share Issue and the
         manner in which it will be implemented (“Circular”).

2.     DISTRIBUTION OF CIRCULAR

2.1.     The Circular incorporates a notice convening a general meeting of
         shareholders (“General Meeting”) in order to consider and, if deemed
         fit, to approve the Share Issue.

2.2.     The Circular will also be available on the Company’s website at
         www.aeei.co.za. In addition, copies of the Circular will be available
         for inspection, in English only, during normal business hours until
         the date of the General Meeting at the Company’s registered office
         and at the offices of its sponsor, PSG Capital, at 1st Floor, Ou
         Kollege, Stellenbosch and 1st Floor, Building 8, Inanda Greens
         Business Park, 54 Wierda Road West, Wierda Valley, Sandton.

3.     NOTICE OF GENERAL MEETING

       Notice is hereby given that the General Meeting of shareholders will
       be held at 10:00 on Tuesday, 24 January 2017 at AEEI's head office, at
       Premier Fishing, Quay 7, Breakwater Boulevard, East Pier, Victoria &
       Alfred Waterfront, Cape Town, at which meeting shareholders will be
       requested to consider and, if deemed fit, to pass the resolutions set
       out in the notice of General Meeting, as included in the Circular.

Cape Town
22 December 2016


Transaction advisor and sponsor
PSG CAPITAL

Attorneys
CLIFFE DEKKER HOFMEYR

Independent reporting accountant
GRANT THORNTON

Corporate advisory
AEEI CORPORATE FINANCE

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