QUANTUM FOODS HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
(Registration number: 2013/208598/06)
Share code: QFH
ISIN: ZAE000193686
(“Quantum Foods” or the “Company”)
DEALINGS IN SECURITIES
In compliance with paragraphs 3.63 to 3.74 of the JSE Limited Listings Requirements (“JSE Listings Requirements”),
shareholders of Quantum Foods are hereby advised of the following dealings in ordinary shares in Quantum Foods
(“Shares”) by directors of the Company (“Directors”), associates of Directors (“Associates”) and an associate of a
director of a major subsidiary of the Company.
Dealings by Directors:
Class of securities: Shares
Nature of transaction: The grant of a call option to a third party to purchase Shares at
any time between the Signature Date (as defined below) and
31 December 2025 (“Call Option”), for no consideration
(“Call Option Agreement”).
Date of transaction: 2 September 2024 (“Signature Date”)
Price per Share: R8.00 per Share, escalating at the Prime Rate* from
1 January 2025 until settlement of the trade implemented
pursuant to the exercise of the Call Option, less an amount equal
to the aggregate amount of any distribution declared and made
by the Company in respect of the Shares between the
Signature Date and the date on which the Call Option is
exercised (“Adjustment Mechanism”).
Nature and extent of the Directors’ interest: Direct beneficial
On-market or off-market: Off-market
Clearance given in terms of paragraph 3.66 of Yes
the JSE Listings Requirements:
Transaction 1
Name of Director: Adel Deidré van der Merwe
Number of Shares subject to the Call Option 423 149
Agreement:
Total value of Shares subject to the Call Option R3 385 192.00, subject to the Adjustment Mechanism
Agreement:
Transaction 2
Name of Director: André Hugo Muller
Number of Shares subject to the Call Option 693 853
Agreement:
Total value of Shares subject to the Call Option R5 550 824.00, subject to the Adjustment Mechanism
Agreement:
Dealings by Associates:
Class of securities: Shares
Date of the transaction: 2 September 2024
Price per Share R8.00 per Share, subject to the Adjustment Mechanism
Nature and extent of the Directors’ interest: Indirect beneficial
On-market or off-market: Off-market
Clearance given in terms of paragraph 3.66 of Yes
the JSE Listings Requirements:
Transaction 1
Name of Director: Adel Deidré van der Merwe
Name of Associate: Dirk Cornelius van der Merwe
Relationship with Director: Spouse of Adel Deidré van der Merwe
Nature of transaction: Call Option Agreement
Number of Shares subject to the Call Option 94 786
Agreement:
Total value of Shares subject to the Call Option R758 288.00, subject to the Adjustment Mechanism
Agreement:
Transaction 2
Name of Director: Adel Deidré van der Merwe
Name of Associate: Johan Daniël van der Merwe
Relationship with Director: Son of Adel Deidré van der Merwe
Nature of transaction: Call Option Agreement
Number of Shares subject to the Call Option 18 000
Agreement:
Total value of Shares subject to the Call Option R144 000.00, subject to the Adjustment Mechanism
Agreement:
Transaction 3
Name of Director: Adel Deidré van der Merwe
Name of Associate: Karli van der Merwe
Relationship with Director: Daughter of Adel Deidré van der Merwe
Nature of transaction: Call Option Agreement
Number of Shares subject to the Call Option 18 000
Agreement:
Total value of Shares subject to the Call Option R144 000.00, subject to the Adjustment Mechanism
Agreement:
Transaction 4
Name of Director: Wouter André Hanekom
Name of Associate: Any New Investments Proprietary Limited (“Any New
Investments”)
Relationship with Director: Wouter André Hanekom is a director of Any New Investments
and a beneficiary and trustee of the sole shareholder of Any New
Investments
Nature of transaction: Call Option Agreement, including an option fee amounting to
R1 857 310.60 payable by the third party to Any New
Investments
Number of Shares subject to the Call Option: 7 230 894
Total value of Shares subject to the Call Option: R57 847 152.00, subject to the Adjustment Mechanism
Transaction 5
Name of Director: Wouter André Hanekom
Name of Associate: HPS Invest Solutions Proprietary Limited (“HPS Solutions”)
Relationship with Director: Wouter André Hanekom is a director of HPS Solutions and a
beneficiary and trustee of the sole shareholder of HPS Solutions
Nature of transaction: Call Option Agreement, including an option fee amounting to
R1 142 689.40 payable by the third party to HPS Solutions
Number of Shares subject to the Call Option: 4 448 726
Total value of Shares subject to the Call Option: R35 589 808.00, subject to the Adjustment Mechanism
Dealing by an associate of a director of a major subsidiary of the Company:
Name of director of a major subsidiary of the Roelof Viljoen
Company:
Name of major subsidiary of the Company: Quantum Foods Proprietary Limited
Name of associate: Grain 4 Investments Proprietary Limited (“Grain 4 Investments”)
Relationship with director: Roelof Viljoen is the sole shareholder and a director of Grain 4
Investments
Class of securities: Shares
Nature of transaction: Agreement for the disposal of Shares
Date of transaction: 1 September 2024, with implementation expected as soon as
possible
Number of Shares: 859 291
Price per Share: R8.00
Total value: R6 874 328.00
Nature and extent of the director’s interest: Indirect beneficial
On-market or off-market: Off-market
Clearance given in terms of paragraph 3.66 of Yes
the JSE Listings Requirements:
*The percentage publicly quoted as the basic rate of interest levied by FirstRand Bank Limited from time to time on
overdraft, calculated on a daily basis based on a 365 day year, irrespective of whether the applicable year is a leap year,
compounded monthly in arrears.
Wellington
2 September 2024
Corporate advisor and Sponsor
One Capital
Attorneys
Webber Wentzel