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Dealings in securities by a director and by associates of directors
RHODES FOOD GROUP HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 2012/074392/06)
JSE share code: RFG
ISIN: ZAE000191979
(“the Company” or “RFG”)
DEALINGS IN SECURITIES BY A DIRECTOR AND BY ASSOCIATES OF DIRECTORS
With effect from today, 14 December 2018, RFG converted a percentage of “A” preference shares
and “B” preference shares into ordinary shares, in terms of the Company’s Memorandum of
Incorporation (“Conversion”). The remaining “A” preference shares and “B” preference shares
following the Conversion have been redeemed by the Company, in accordance with their terms, on
and with effect from today, 14 December 2018 (“Redemption”).
The Conversion and Redemption have resulted in the following dealings, which are disclosed in terms
of the JSE Limited Listings Requirements:
Director CC Schoombie
Associate Jacian Trust
Relationship to associate Trustee and beneficiary
Company Rhodes Food Group Holdings Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 799 920
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R14 798 520.00
Nature of interest Dealings by an associate, direct beneficial
Director CL Smart
Associate Capitalworks Rhodes Foods Investment
Partnership
Relationship to associate Principal and beneficiary
Company Rhodes Food Group Holdings Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 3 435 480
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R63 556 380.00
Nature of interest Dealings by an associate, direct beneficial
Director CL Smart
Associate South African Investment Partnership
Relationship to associate Principal and beneficiary
Company Rhodes Food Group Holdings Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 513 000
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R9 490 500.00
Nature of interest Dealings by an associate, direct beneficial
Director CL Smart
Associate South African Investment Partnership 2
Relationship to associate Principal and beneficiary
Company Rhodes Food Group Holdings Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 1 451 520
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R26 853 120.00
Nature of interest Dealings by an associate, direct beneficial
Director GJH Willis
Associate Capitalworks Rhodes Foods Investment
Partnership
Relationship to associate Principal and beneficiary
Company Rhodes Food Group Holdings Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 3 435 480
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R63 556 380.00
Nature of interest Dealings by an associate, direct beneficial
Director GJH Willis
Associate South African Investment Partnership
Relationship to associate Principal and beneficiary
Company Rhodes Food Group Holdings Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 513 000
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R9 490 500.00
Nature of interest Dealings by an associate, direct beneficial
Director GJH Willis
Associate South African Investment Partnership 2
Relationship to associate Principal and beneficiary
Company Rhodes Food Group Holdings Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 1 451 520
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R26 853 120.00
Nature of interest Dealings by an associate, direct beneficial
Director C Costaras
Associate Costaras Family Trust
Relationship to associate Trustee and beneficiary
Company Rhodes Food Group (Proprietary) Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 799 920
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R14 798 520.00
Nature of interest Dealings by an associate, direct beneficial
Director JB Mpele
Company Rhodes Food Group (Proprietary) Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 480 240
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R8 884 440.00
Nature of interest Direct beneficial
Director R Phillips
Associate RK Phillips Family Trust
Relationship to associate Trustee and beneficiary
Company Rhodes Food Group (Proprietary) Limited
Date of transaction 14 December 2018
Nature of transaction Off-market receipt of ordinary shares
pursuant to conversion of B redeemable
convertible preference shares
Number of securities 720 000
Class of securities Ordinary shares
Transaction price R18.50
Total value of transaction R13 320 000.00
Nature of interest Dealings by an associate, direct beneficial
The board of directors has given clearance in respect of the dealing in securities by Mr JB Mpele.
The value of the transactions in ordinary shares by the directors or associates contemplated above,
as the case may be, is based on the closing price of the ordinary shares on 13 December 2018, being
R18.50.
Groot Drakenstein
14 December 2018
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
Date: 14/12/2018 12:53:00
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