Update On Material Adverse Event Condition PIONEER FOOD GROUP LIMITED (Incorporated in the Republic of South Africa) (Registration number: 1996/017676/06) Share code: PFG ISIN: ZAE000118279 (“Pioneer Foods” or “the Company”) UPDATE ON MATERIAL ADVERSE EVENT CONDITION Shareholders are referred to the combined circular to Pioneer Foods shareholders distributed on 29 August 2019 (“Circular”). Capitalised terms used below and that are not otherwise defined, bear the meanings ascribed to them in the Circular. Shareholders are hereby advised of the anticipated fulfilment of items (i) and (iii) of the Pioneer Foods Group Material Adverse Event Condition, as set out in the Circular. Accordingly, Pioneer Foods hereby advises that in respect of: - item (i) of the Pioneer Foods Group Material Adverse Event, no restatement is contemplated and, accordingly, it is anticipated that this item of the Pioneer Foods Group Material Adverse Event Condition will be fulfilled; and - item (iii) of the Pioneer Foods Group Material Adverse Event, which has an agreed measurement period for the 12 months ending 30 September 2019, as well as an agreed measurement number, will be fulfilled, subject to the below. Currently, based on unaudited management information and assuming no unforeseen adjustments arise, it is estimated that the Pioneer Foods consolidated EBITDA (including Wider Group Consolidation) for the financial year ending 30 September 2019 will be between R1 956 million and R2 056 million, compared to the Pioneer Foods consolidated EBITDA (including Wider Group Consolidation), being the agreed measurement number, of R2 055 million. Accordingly, the aforementioned number should not deviate with more than 10% and it is anticipated that this item of the Pioneer Foods Group Material Adverse Event condition will be fulfilled. Shareholders are reminded that item (ii) of the Pioneer Foods Group Material Adverse Event will be measured at the end of the month preceding the date in which it is determined that all other Conditions, save for those set out in the Circular, have been fulfilled or waived. The financial information contained in this announcement has not been reviewed or reported on by the Company’s external auditors. 14 October 2019 Tygervalley Transaction advisor and Sponsor to Pioneer Foods PSG Capital Date: 14/10/2019 09:00:00 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.