RCL FOODS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 1966/004972/06)
ISIN: ZAE000179438
Share code: RCL
("RCL FOODS" or "the Company")


FURTHER UPDATE REGARDING THE UNWIND OF EXISTING BEE TRANSACTION


Terms defined in the circular distributed by the Company to shareholders on 14 November 2022 ("Circular") have been
used in this announcement.

1.   INTRODUCTION

     Shareholders are referred to the announcements released on SENS on 13 October 2022, 14 November 2022,
     17 January 2023, 20 January 2023, and to the Circular, incorporating a Notice of General Meeting, distributed to
     Shareholders on 14 November 2022 regarding the Unwind of the Existing BEE Transaction by way of, inter alia,
     the Common Share Repurchase and the Nominal Share Repurchase, in accordance with section 48(8)(b) read
     with sections 114(1) and 115, of the Companies Act and the provisions of the Framework Agreement.
     Shareholders are further referred to the results of the General Meeting, announced on SENS on 13 December
     2022.

2.   REPURCHASE CONDITIONS

     In terms of the announcement published by RCL FOODS on SENS on 20 January 2023, Shareholders were
     advised that the date for fulfilment of the Repurchase Condition envisaged in paragraph 8.1.1 of the Circular,
     pertaining to the compliance certificate to be issued by the TRP in terms of section 121(b) of the Companies Act
     ("Compliance Certificate Repurchase Condition"), had been extended from Friday, 20 January 2023 to
     Tuesday, 7 February 2023. Shareholders are hereby advised that the date for fulfilment of the Compliance
     Certificate Repurchase Condition has been further extended from Tuesday, 7 February 2023 to Thursday, 16
     February 2023.

3.   DIRECTORS’ RESPONSIBILITY STATEMENTS

3.1 Board
     The Board, collectively and individually, accepts full responsibility for the information contained in this announcement
     and the accuracy thereof and certifies that, to the best of its knowledge and belief, information contained in this
     announcement is true, and that there are no facts that have been omitted which would make any of the information
     false or misleading or would be likely to affect the importance of any information contained in this announcement.

3.2 Independent Board
     The Independent Board, collectively and individually, accepts full responsibility for the accuracy of the information
     contained in this announcement and certifies that, to the best of its knowledge and belief, such information is true
     and that there are no facts that have been omitted which would make any of the information false or misleading or
     would be likely to affect the importance of any information contained in this announcement.

Durban
7 February 2023

Financial Adviser and Transaction Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

Attorneys
Webber Wentzel