SENS Headlines
MA Baker acquisition unconditional

(Incorporated in the Republic of South Africa)
Registration number 2012/074392/06
JSE share code: RFG
ISIN: ZAE000191979
("the Company")


Shareholders are referred to the announcement released on the Stock Exchange News Service of the JSE
Limited (“SENS”) on 31 October 2016 (“Acquisition Announcement”) regarding the Company’s wholly
owned subsidiary, Rhodes Food Group Proprietary Limited ("Rhodes Food"), having concluded an
agreement ("Agreement") relating to the acquisition by Rhodes Food of 100% of the issued share capital
of Ma Baker Express Proprietary Limited, Ma Baker Foods Proprietary Limited, Ma Baker Properties
(Pinetown) Proprietary Limited, Ma Baker Properties (Pietermaritzburg) Proprietary Limited and Ma Baker
Pies Proprietary Limited (collectively the “Ma Baker Companies”) from the Ma Baker Companies’
shareholder, the trustees for the time being of the Norman Lund Trust (the "Seller") as well as all of the
Seller’s loan claims (“Sale Claims”) against each of the Ma Baker Companies (the "Acquisition"), which
Acquisition was subject to the fulfilment or waiver of certain conditions precedent.

Further to the Acquisition Announcement, the Company’s board of directors is pleased to advise that the
Competition Commission has approved the Acquisition subject to the condition that Rhodes Food and the
Ma Baker Companies will not retrench any employees of the Ma Baker Companies as a result of the

As the remaining conditions precedent have been fulfilled, the Acquisition has become unconditional. The
effective date of the Acquisition is 28 February 2017 and the closing date of the Acquisition is 31 March

Shareholders are advised that the purchase consideration has been reduced by R4 500 000 (four million
five hundred thousand Rand) and accordingly the purchase consideration payable by Rhodes Food to the
Seller is R207 740 000 (two hundred and seven million seven hundred and forty thousand Rand), less the
outstanding balance in respect of third party debt at the closing date.

Groot Drakenstein
24 March 2017

RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Legal Advisor

Date: 24/03/2017 02:53:00 
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