Sea Harvest Group Limited
(Incorporated in the Republic of South Africa)
(Registration number: 2008/001066/06)
Share code: SHG ISIN: ZAE000240198
(“Sea Harvest” or “the Company” or the “Group”)

ANNOUNCEMENT REGARDING THE ACQUISITION OF A FURTHER 28% EQUITY INTEREST IN
VIKING AQUACULTURE PROPRIETARY LIMITED

1. INTRODUCTION

   1.1. The board of directors of Sea Harvest Group (the “Board”) is pleased to advise that the Group
        has, through its wholly-owned subsidiary, Sea Harvest Aquaculture Proprietary Limited
        (“Sea Harvest Aquaculture”), which currently owns 54% of the shares in Viking Aquaculture
        Proprietary Limited (“Viking Aquaculture”), entered into an agreement to acquire a further
        28% of the shares in and loan claims against Viking Aquaculture for a purchase consideration
        of    R210,000,028      (two hundred    and    ten    million    and    twenty-eight     rand)
        (“Purchase Consideration”), from minority shareholders of Viking Aquaculture, being Viking
        Fishing Group Administration Proprietary Limited ("VFGA") and Odin Investments Proprietary
        Limited ("Odin"), which hold an 18% and a 10% interest in Viking Aquaculture respectively
        (collectively the “Further Acquisition”). The beneficial owners of VFGA and Odin are the
        beneficiaries of the Nico Bacon Family Trust, RWFT Investments Proprietary Limited and
        Redburg Investments Proprietary Limited.

   1.2. None of these parties are a related party in terms of the JSE Listings Requirements

   1.3. The Further Acquisition is subject to the conditions precedent set out in paragraph 5 below.

2. DESCRIPTION OF VIKING AQUACULTURE

   2.1. Viking Aquaculture is a vertically integrated, sustainable abalone producer with farms in
        Buffeljags in the Western Cape and Kleinzee in the Northern Cape producing 500 tons of
        abalone per annum. These high value, high margin aquaculture species are sold in Far East
        markets in live, dried, canned and frozen formats. Viking Aquaculture also has two vertically
        integrated oyster farming operations in South Africa and Namibia.

3. RATIONALE FOR THE FURTHER ACQUISITION

   3.1. Sea Harvest’s strategy encompasses growth in the sustainable fishing and high-value
        aquaculture sectors in line with Sea Harvest’s vision of becoming one of the largest black
        owned diversified global seafood and food companies.

   3.2. The Further Acquisition fits within Sea Harvest’s investment criteria and increases Sea
        Harvest’s ownership in Viking Aquaculture from 54% to 82%, allowing Sea Harvest to integrate
        Viking Aquaculture, extract operational synergies and align operating structure, growth
        strategies and funding requirements with that of Sea Harvest.

4. PURCHASE CONSIDERATION AND OTHER TERMS

   4.1. The Purchase Consideration will be settled in cash, with R28 (twenty-eight rand) settled on the
        Effective Date (see paragraph 5 below) and the balance payable in five equal installments of
        R42,000,000 (forty two million Rand), together with any interest accruing thereon,
        (compounded and calculated monthly at a rate equal to Prime less 2% per annum, estimated
        to be around R52,062,500 (fifty two million, sixty two thousand and five hundred rand) for the
        period (assuming the Prime rate remains constant)), payable on the 1st of January of each
        year, commencing on 1 January 2024 and ending on 1 January 2028.

   4.2. The Purchase Consideration will be funded from a combination of cash on hand and available
        bank facilities.
5. CONDITIONS PRECEDENT

    5.1. The Further Acquisition is subject to the fulfillment of suspensive conditions that are usual for
         a transaction of this nature, by no later than 15 March 2023.

    5.2. The Further Acquisition contains representations, warranties and indemnities and is subject to
         such other terms and conditions as are considered typical for a transaction of this nature.

    5.3. The closing date of the Further Acquisition will be the first business day following the day on
         which the suspensive conditions are fulfilled or waived (or such other closing date as may be
         agreed on in writing by the parties), which is expected to occur on or about 15 March 2023
         (the “Effective Date”).

6. FINANCIAL INFORMATION

    6.1. As at 31 December 2022, Sea Harvest owned 54% of the shares of Viking Aquaculture and
         as a result Viking Aquaculture has been consolidated into the Sea Harvest Group’s reviewed
         condensed financial statements for the year ended 31 December 2022.

    6.2. The attributable net asset value consolidated into Sea Harvest’s condensed statement of
         financial position as at 31 December 2022 included property, plant and equipment, biological
         assets, inventories, trade and other receivables, trade and other payables, deferred taxation
         and borrowings. As at 31 December 2022, the consolidated statement of financial position of
         Viking Aquaculture reflected liabilities exceeding assets by R106,350,851.

    6.3. The consolidated loss after tax attributable to Viking Aquaculture for the financial year ended
         31 December 2022 was R31,946,030.

    6.4. The reviewed condensed consolidated financial statements for the year ended 31 December
         2022 from which this information has been extracted has been prepared in accordance with
         International Financial Reporting Standards and the requirements of the Companies Act
         (No. 71 of 2008), as amended.

7. CATEGORISATION

In terms of the Listings Requirements of the JSE, the Further Acquisition is categorised as a Category
2 transaction.

Cape Town
08 March 2023

Sponsor
The Standard Bank of South Africa Limited

Legal advisors to Sea Harvest
Webber Wentzel