SOV - Sovereign Food Investments Limited - Transactions In Securities - 11/08/2017
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Sovereign Food Investments Limited - Transactions In Securities

Release Date: 11/08/2017 17:22:00      Code(s): SOV      
Transactions in securities

SOVEREIGN FOOD INVESTMENTS LIMITED
(Incorporated in the Republic of South Africa)
Registration Number 1995/003990/06
JSE Code: SOV
ISIN Number: ZAE000009221
(“Sovereign” or the “Company”)

TRANSACTIONS IN SECURITIES

Unless otherwise indicated, capitalised words and terms contained in this announcement shall bear the
same meanings ascribed thereto in the joint firm intention announcement published by Sovereign,
Capitalworks and Bidco on SENS on 10 August 2017 (“Firm Intention Announcement”).

In terms of the Firm Intention Announcement, Sovereign Shareholders were advised of the firm intention
by Bidco to make an offer to acquire all or a portion of the issued ordinary shares in Sovereign
(“Sovereign Shares”), excluding the Sovereign Shares held by Sovereign’s subsidiaries (the “Offer”).

Each of the directors of the Company and directors of a major subsidiary of the Company (collectively,
the “Directors”) and certain of their associates (as set out below), and the Sovereign Food Investments
Limited Employee Share Ownership Plan Trust (“Share Trust”), has irrevocably undertaken, in its
capacity as a Sovereign Shareholder, to dispose of Sovereign Shares in terms of the Scheme or the
General Offer, as the case may be (“Transactions”).

The following information pertaining to the Transactions is hereby disclosed to Sovereign Shareholders
in terms of paragraphs 3.63 to 3.66 of the Listings Requirements.


Name of Director:                               Mr T Pritchard

Name of company of which he is a director:      Sovereign

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     500 000

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R6 000 000.00

Nature of Director’s interest:                  Direct beneficial

On-market or off-market:                        N/A


Name of Director:                               Mr JA Bester

Name of company of which he is a director:      Sovereign

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     63 237
Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R758 844.00

Nature of Director’s interest:                  Direct beneficial

On-market or off-market:                        N/A


Name of Director:                               Mr JA Bester

Name of company of which he is a director:      Sovereign

Name of associate:                              The Bester Family Trust (“Trust”)

Relationship with Director:                     Mr JA Bester is a trustee of the Trust

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     19 788

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R237 456.00

Nature of Director’s interest:                  Indirect beneficial

On-market or off-market:                        N/A


Name of Director:                               Mr CP Davies

Name of company of which he is a director:      Sovereign

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     7 575

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R90 900.00

Nature of Director’s interest:                  Direct beneficial

On-market or off-market:                        N/A


Name of Director:                               Mr C Coombes

Name of company of which he is a director:      Sovereign

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares
Number of Sovereign Shares:                     1 268 891

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R15 226 692.00

Nature of Director’s interest:                  Direct beneficial

On-market or off-market:                        N/A


Name of Director:                               Mr C Coombes

Name of company of which he is a director:      Sovereign

Name of associate:                              Mrs I Coombes

Relationship with Director:                     Mrs I Coombes is the wife of Mr C Coombes

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     269 895

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R3 238 740.00

Nature of Director’s interest:                  Indirect beneficial

On-market or off-market:                        N/A
 

Name of Director:                               Mr GL Coley

Name of company of which he is a director:      Sovereign

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     80 700

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R968 400.00

Nature of Director’s interest:                  Direct beneficial

On-market or off-market:                        N/A


Name of Director:                               Mr G Walter

Name of company of which he is a director:      Crown Chickens Proprietary Limited ("Crown
                                                Chickens")
Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     352 873

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R4 234 476.00

Nature of Director’s interest:                  Direct beneficial

On-market or off-market:                        N/A


Name of Director:                               Mr B van Rensburg

Name of company of which he is a director:      Crown Chickens

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     313 000

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R3 756 000.00

Nature of Director’s interest:                  Direct beneficial

On-market or off-market:                        N/A


Name of entity:                                 Share Trust

Date of transaction:                            10 August 2017

Class of securities:                            Ordinary shares

Number of Sovereign Shares:                     1 350 940

Price per Sovereign Share:                      R12.00, being the Offer Consideration before
                                                accrued interest (if any)

Value of transaction:                           R16 211 280.00

Nature of interest:                             Direct beneficial
  
On-market or off-market:                        N/A


In terms of paragraph 3.66 of the Listings Requirements clearance has been given for the Directors and
the ESOP to deal in Sovereign Shares pursuant to the Transactions.

It should be noted that the Sovereign Shares subject to the Transactions have not yet been disposed
of and will only be disposed of by the Directors and the ESOP to Bidco after the Offer opens and subject
to the General Offer becoming operative.

Port Elizabeth
11 August 2017

Sponsor
One Capital

Date: 11/08/2017 05:22:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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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.

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