Greenyard NV — Director's Dealing 2015

Jun 25, 2015

PRESS RELEASE

Greenyard Foods: Publication of notifications of participation

Gent, Belgium, 25th of June 2015

Publication of notifications of participation

Greenyard Foods NV notifies receipt of six signed notifications of participation on June 25, 2015, in accordance with the provisions of article 14 of the Law of 2 May 2007 regarding the publication of major shareholdings in issuers whose securities are admitted to trading on a regulated market ('Transparency Law'). More specifically the below mentioned four joint notifications (sub 1 till 4) and respectively two individual notifications (sub 5 and 6) relate to:

• 1) On the one hand Gimv NV, Gimv-XL Partners Comm. VA, Adviesbeheer Gimv-XL NV, Gimv-XL Partners Invest Comm V. (hereafter together "Gimv-XL") and on the other hand Food Invest International NV, Hein Deprez, Deprez Holding NV and 2D NV who act in concert based on article 3, §1, 13°, c) of the Transparency Law following the signing on 15 February 2012 of an 'Investment & Shareholders' Agreement' by Gimv-XL, Food Invest International NV and Hein Deprez.
• 2) Hein Deprez, Food Invest International NV, Deprez Holding NV and 2D NV on the one hand and M.R.B.B. CVBA and Agri Investment Fund CVBA on the other hand who act in concert following the signing on 15 February 2012 of a 'Shareholders' Agreement' by Food Invest International NV and Agri Investment Fund CVBA.
• 3) (i) Gimv NV, Gimv XL-Partners Comm.VA, Adviesbeheer Gimv-XL NV and Gimv-XL Partners Invest Comm.V (hereafter together "Gimv-XL"), (ii) Food Invest International NV, Hein Deprez, Deprez Holding NV and 2D NV, and (iii) M.R.B.B. CVBA and Agri Investment Fund CVBA, who act in concert following the signing on 8 May 2015 of a 'Shareholders' Agreement with respect Greenyard Foods NV' by Gimv NV, Adviesbeheer Gimv-XL NV, Gimv-XL Partners Invest Comm.V, Deprez Holding NV, Hein Deprez, Food Invest International NV and Agri Investment Fund CVBA, which became effective on 19 June 2015.
• 4) Hein Deprez, Food Invest International NV, Deprez Holding NV and 2D NV on the one hand and Union Fermière Morbihannaise SCA and Centrale Coopérative Agricole Bretonne SCA on the other hand who act in concert based on article 3, §1, 13°, b) and c) of the Transparency Law following the signing on 30 August 2013 of a 'Shareholders' Agreement'.
• 5) Green Valley SA, following the acquisition of 3,957,145 shares of Greenyard Foods NV.
• 6) Sujajo Investments SA, following the acquisition of 3,957,145 shares of Greenyard Foods NV.

Following the introduction of the "Shareholders Agreement in respect of Greenyard Foods NV", on 19 June 2015 (i) the concerted action between Gimv NV, Gimv-XL Partners Comm.VA, Adviesbeheer Gimv-XL NV and Gimv-XL Partners Invest Comm.V on the one hand and Food Invest International NV, Hein Deprez, Deprez Holding NV and 2D NV on the other, was terminated and (ii) the concerted action between Hein Deprez, Food Invest International NV, Deprez Holding NV and 2D NV on the one hand, and MRBB SCRL and Agri Investment Fund CVBA on the other hand was terminated as well.

On 19 June 2015 Deprez Holding NV acquired a total of 14,806,171 additional shares of Greenyard Foods NV as a result of the partial demerger of De Weide Blik NV and contribution in kind of its participation in Peatinvest NV in Greenyard Foods NV. Hence the direct and indirect interest of Hein Deprez in Greenyard Foods NV increased to 50.49%. In addition Gimv NV, Gimv-XL Partners Invest Comm.V and Adviesbeheer Gimv NV jointly acquired 2,400,000 shares of Greenyard Foods NV as a result of the exercise of 2,400,000 warrants Gimv.

Following the introduction of the "Shareholders Agreement in respect of Greenyard Foods NV", on 19 June 2015 a new concerted action arose between (i) Gimv NV, Gimv-XL Partners Comm.VA, Adviesbeheer Gimv-XL, Gimv NV XL Partners Invest Comm.V, (ii) Food Invest International NV, Hein Deprez, Deprez Holding NV and 2D NV, and (iii) MRBB SCRL and Agri Investment Fund CVBA. The concerted action exceeds the threshold of 65% and amounts to 66.30%.

On 19 June 2015 Centrale Coopérative Agricole Bretonne SCA acquired 642,441 shares of Greenyard Foods NV as a result of the merger by absorption of Union Fermière Morbihannaise SCA by Centrale Coopérative Agricole Bretonne SCA. As a result of the increase in direct and indirect interest of Hein Deprez in Greenyard Foods NV, the concerted action increases from 50.05% to 51.93%.

On 19 June 2015 Green Valley SA and Sujajo Investments SA each acquired 3,957,145 shares of Greenyard Foods NV as a result of the contribution of Univeg in Greenyard Foods NV. Consequently they each acquired a stake of 8.92% in Greenyard Foods NV.

An overview of all current notifications received by Greenyard Foods NV, and the corresponding shareholder structure, is available on www.greenyardfoods.com under the heading "Financial information > Information for the shareholders > transparency disclosures".

Notifications

Notifications should be transmitted to both Greenyard Foods NV and the FSMA. Persons with a notification duty may submit their notifications to the company electronically for the attention of Mrs. Marleen Vaesen, CEO: marleen.vaesen@greenyardfoods.com, or by fax +32 (0)9 255 32 40.

Financial calendar

• Availability of annual report 2014-2015: 22 July 2015 (17:45 hrs)

• General Assembly 2014-2015: 18 September 2015 (14:00 hrs)

For additional information, please contact Greenyard Foods:

Marleen Vaesen, CEO: Tel. +32 (0)9/255.32.30 E-mail: marleen.vaesen@greenyardfoods.com

About Greenyard Foods

Greenyard Foods NV is active predominantly in the processing and commercialization of Fruit and Vegetables and ready-to-eat food, both frozen and canned. The Group employs 2,200 staff and has 13 production sites in 5 different countries (Belgium, France, United Kingdom, Poland and Hungary) and subsidiaries and sales offices on five continents. (www.greenyardfoods.com)

About Univeg

Univeg is a worldwide supplier of fresh produce, active in the fields of Fruit & Vegetables, Flowers & Plants, Convenience products, Transport & Logistics. Univeg has operations worldwide and serves a global customer base. Univeg currently employs 5,550 staff (after carve-out of The Fruit Farm Group) across operations in 27 countries, on five continents. (www.univeg.com)

About Peatinvest

Peatinvest and its subsidiaries have been involved in the horticultural sector for 30 years and employ 400 staff. The Peatinvest Group has 9 production sites in 4 countries and supplies growers throughout the world with a wide range of substrates for growing plants, fruit and vegetables marketed under the Peltracom brand for the professional market and Agrofino for the hobby market. (www.peltracom.be)