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RCL FOODS LIMITED – Dealings in share appreciation rights (SARs) by directors of a major subsidiary

RCL 201703150046A

Dealings in share appreciation rights (“SARs”) by directors of a major subsidiary



RCL FOODS LIMITED

(Incorporated in the Republic of South Africa)

(Registration number: 1966/004972/06)

ISIN: ZAE000179438

Share Code: RCL

(“the Company”)



DEALINGS IN SHARE APPRECIATION RIGHTS (“SARs”) BY DIRECTORS OF A

MAJOR SUBSIDIARY



The following transactions are disclosed in relation to SARs which

were awarded on 2 June 2010 and are due to expire on 2 June 2017.

SARs award prices and exercise prices were determined as the 5-day

volume weighted average price (VWAP) as at the respective award

and exercise dates:



Director : S Balidis

Company : RCL Foods Consumer Pty Ltd, a

major subsidiary of the Company

Date of transaction : 10 March 2017

Nature of transaction : Off-market acceptance and

exercise of SARs which are

subsequently equity settled in

accordance with the RCL Foods

Limited Share Appreciation Rights

Scheme

Class of securities : SARs in respect of ordinary

shares

Number of SARs exercised : 46,708

SARs award price : R14.73

SARs exercise price : R15.86

Total gain on transaction : R52,766.22

Equivalent number of shares : 3,327

Nature of interest : Direct beneficial

Clearance obtained : Yes



Director : DS Milne

Company : RCL Foods Consumer Pty Ltd, a

major subsidiary of the Company

Date of transaction : 13 March 2017

Nature of transaction : Off-market acceptance and

exercise of SARs which are

subsequently equity settled in

accordance with the RCL Foods

Limited Share Appreciation Rights

Scheme

Class of securities : SARs in respect of ordinary

shares

Number of SARs exercised : 98,604

SARs award price : R14.73

SARs exercise price : R15.98

Total gain on transaction : R123,253.74

Equivalent number of shares : 7,713

Nature of interest : Direct beneficial

Clearance obtained : Yes



Director : SA Van Der Merwe

Company : RCL Foods Consumer Pty Ltd, a

major subsidiary of the Company

Date of transaction : 13 March 2017

Nature of transaction : Off-market acceptance and

exercise of SARs which are

subsequently equity settled in

accordance with the RCL Foods

Limited Share Appreciation Rights

Scheme

Class of securities : SARs in respect of ordinary

shares

Number of SARs exercised : 35,153

SARs award price : R14.73

SARs exercise price : R15.98

Total gain on transaction : R43,929.02

Equivalent number of shares : 2,749

Nature of interest : Direct beneficial

Clearance obtained : Yes



Director : WE Schwimmbacher

Company : RCL Foods Consumer Pty Ltd, a

major subsidiary of the Company

Date of transaction : 15 March 2017

Nature of transaction : Off-market acceptance and

exercise of SARs which are

subsequently equity settled in

accordance with the RCL Foods

Limited Share Appreciation Rights

Scheme

Class of securities : SARs in respect of ordinary

shares

Number of SARs exercised : 67,621

SARs award price : R14.73

SARs exercise price : R16.02

Total gain on transaction : R87,228.90

Equivalent number of shares : 5,445

Nature of interest : Direct beneficial

Clearance obtained : Yes



The following transaction is disclosed in relation to SARs which

were awarded subsequent to 2 June 2010 and are not due to expire

within the next two years. SARs award prices and exercise prices

were similarly determined as the 5-day volume weighted average

price (VWAP) as at the respective award and exercise dates:



Director : WE Schwimmbacher

Company : RCL Foods Consumer Pty Ltd, a

major subsidiary of the Company

Date of transaction : 15 March 2017

Nature of transaction : Off-market acceptance and

exercise of SARs which are

subsequently equity settled in

accordance with the RCL Foods

Limited Share Appreciation Rights

Scheme

Class of securities : SARs in respect of ordinary

shares

Number of SARs exercised : 78,023

SARs award price : 28,294 at R13.20; 49,729 at R14.04

SARs exercise price : R16.02

Total gain on transaction : R178,238.52

Equivalent number of shares : 11,126

Nature of interest : Direct beneficial

Clearance obtained : Yes





Durban

15 March 2017



Sponsor

RAND MERCHANT BANK (A division of FirstRand Bank Limited)



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