Foodcorp Announces the Launch of a euro 415 Million Offering of Seven-Year Senior Secured Notes

By Foodcorp, PRNE
Sunday, February 20, 2011

JOHANNESBURG, February 21, 2011 - Foodcorp (Proprietary) Limited, a leading South African manufacturer of
quality branded and private label food products, announced today the launch
of an offering of euro 415 million aggregate principal amount of seven-year
senior secured notes (the "Notes").

The proceeds of the offering will be used to refinance existing senior
secured notes, settle existing hedging arrangements and fund the repurchase
or redemption of certain securities issued by its parent company, New
Foodcorp Holdings (Proprietary) Limited, and for general corporate purposes.
J.P. Morgan and Barclays Capital are acting as joint book-running managers.
North Sea Partners is acting as a financial advisor to Foodcorp.

This announcement does not constitute an offer to sell or the
solicitation of an offer to buy the Notes and shall not constitute an offer,
solicitation or sale in any jurisdiction in which, or to any persons to whom,
such offering, solicitation or sale would be unlawful.

The Notes have not been, and will not be, registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act"), or any state
securities laws. The Notes are being sold in the United States only to
qualified institutional buyers in accordance with Rule 144A under the
Securities Act and outside the United States in reliance on Regulation S
under the Securities Act.

This announcement also does not constitute an offer of the Notes in South
. Pursuant to South African Exchange Control regulations, it is not
permissible to offer or sell, either directly or indirectly, the Notes to
prospective investors in South Africa. Accordingly, the Notes are not being
offered or sold to prospective investors in the Republic of South Africa. The
offer of the Notes is not an "offer to the public" as defined in Section 142
of the Companies Act, No. 61 of 1973 (as amended) and this announcement does
not, nor is it intended to, constitute a prospectus prepared and registered
under the Companies Act.

Promotion of the Notes in the United Kingdom is restricted by the
Financial Services and Markets Act 2000 (the "FSMA"), and accordingly, the
Notes are not being promoted to the general public in the United Kingdom.
This announcement is for distribution only to persons who (i) have
professional experience in matters relating to investments (being investment
professionals falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (as amended, the "Financial
Promotion Order")), (ii) are persons falling within Article 49(2)(a) to(d) of
the Financial Promotion Order, (iii) are outside the United Kingdom, or (iv)
are persons to whom an invitation or inducement to engage in investment
activity (within the meaning of section 21 of the FSMA) may otherwise
lawfully be communicated or caused to be communicated (all such persons
together being referred to as "relevant persons"). This announcement is
directed only at relevant persons and must not be acted on or relied on by
persons who are not relevant persons.

In addition, if and to the extent that this announcement is communicated
in, or the offer of Notes to which it relates is made in, any EEA member
state that has implemented Directive 2003/71/EC (together with any applicable
implementing measures in any member state, the "Prospectus Directive"), this
announcement and the offering of any Notes described herein are only
addressed to and directed at persons in that member state who are qualified
investors within the meaning of the Prospectus Directive or in any other
circumstances falling within Article 3(2) of the Prospectus Directive (or who
are other persons to whom the offer may lawfully be addressed) and must not
be acted on or relied on by other persons in that member state. This
announcement does not constitute a prospectus within the meaning of the
Prospectus Directive or an offer to the public.

Foodcorp, Justin Williamson, Chief Executive Officer, +27-11-549-1030, or Ockert Janse van Rensburg, Group Chief Financial Officer, +27-11-549-1078

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