Greenyard NV — M&A Activity 2011

Jul 20, 2011

Press release

PinguinLutosa: Update on new structure and acquisitions

• Scana Noliko transaction successfully closed
• Green light from competition authorities for the CECAB-transactions
• New division structure to manage the whole

Scana Noliko

PinguinLutosa is proud to announce that the acquisition of the Scana Noliko group was successfully closed today. The figures of Scana Noliko will be included in the consolidation scope of PinguinLutosa as of 1 July 2011.

Supported by the banking syndicate, the reference shareholders of PinguinLutosa and the previous shareholders of Scana Noliko, PinguinLutosa has also managed to replace and extend the existing financing of PinguinLutosa as well as that of Scana Noliko.

The acquisition of Scana Noliko has further strengthened the profitability of PinguinLutosa, and consequently laid a strong base for the future.

CECAB

PinguinLutosa has obtained the approval from the French Competition authorities for the acquisition of the deep-frozen activities of the French CECAB. Now that this last obstacle has been overcome, nothing stands in the way for integration into PinguinLutosa.

It was decided to coincide this step with the start of the new sales season on 1st September. This means that from that date onwards, the operational and commercial activities will be fully in the hands of PinguinLutosa.

New management structure

In order to better anticipate the new opportunities of the group, it was decided to adapt the structure and organogram of PinguinLutosa. The management will be strengthened and a three division structure will be used, namely the deep frozen vegetable division, the potato division and the canned division.

From now on, each division will be managed by a managing director. For the potato division this is the current general manager of Lutosa, Mr. Erwin Wuyts, and for the canned division this is the current general manager of Scana Noliko, Mr. Dominiek Stinckens.

Awaiting the recruitment of a managing director for the deep-frozen vegetable division, Mr. Herwig Dejonghe will hold this position in the interim.

Going forward Mr. Herwig Dejonghe, in his new capacity as COO of the PinguinLutosa Group, will be responsible for the 'business' and strategic projects of all three divisions. Mr. Hein Deprez will take on the role of CEO of PinguinLutosa, while the financial management remains in the hands of group CFO, Mr. Steven D'haene. Mr. Hans Luts will focus on the several aspects of the integration of recent acquisitions and the optimisation of the present synergies.

Outlook1

As earlier announced, the market conditions were difficult during the first half of this year. The climatic circumstances resulted in an unstable supply in production.

The emphasis for PinguinLutosa will remain on developing innovative, customer-friendly and profitable products. The extensive sales network of PinguinLutosa is a perfect platform to provide solutions to our customers.

Therefore PinguinLutosa will continue to invest in order to improve the performance and efficiency of its production capacity.

Besides the integration of the deep-frozen activities of CECAB and the activities of Scana Noliko, the profitability improvement within our group will be the highest priority.

¹ Disclaimer: this press release contains forward-looking information that is based on current internal estimates and expectations and as well as market expectations. The forward-looking statements contain inherent risks and are valid only on the day on which they are made. Actual results may differ substantially from the results included in forward-looking statements.

The Board of Directors and the management are fully confident that the foundations are present in order to achieve further growth in sales and profitability. Unfortunately, the continuing uncertain economic conditions make it difficult to make a specific prediction for 2011 and the years to follow.

Financial calendar

- Announcement of 2011 half year results:	18 August 2011 (17:45 hrs)
- Trading update Q3 2011:	27 October 2011 (17:45 hrs)
- Announcement of 2011 results:	20 March 2012 (17:45 hrs)
- Availability of annual report 2011:	25 April 2012 (17:45 hrs)
- Trading update Q1 2012:	25 April 2012 (17:45 hrs)
- General Meeting:	18 May 2012 at 14:00 hrs at Langemark,
	Poelkapellestraat 71

For additional information, please contact PinguinLutosa:

Hein Deprez, CEO: Mobile : +32 (0)475/41.11.58

Herwig Dejonghe, COO: Mobile : +32 (0)475/27.05.62

PinguinLutosa in a nutshell

PinguinLutosa (www.pinguinlutosa.com) is specialized in the development, production and sales of frozen products: vegetables, potato products (fries and specialities) and ready-to-use culinary preparations. Including the takeover of the deep-frozen vegetable activities of the French CECAB group (01-09-2011), announced in October 2010, and the takeover of Scana Noliko (01-07-2011), announced in March 2011, the group will have 17 production sites in five different countries (Belgium, France, United Kingdom, Poland and Hungary) and 19 subsidiaries and sales offices on five continents.

In 2010 PinguinLutosa realised €483.6 million of sales. The group is entirely dedicated to all customer segmentations: food industry, catering as well as large and medium commercial outlets and fast food. The Group maintains its own R&D centre for product and process innovation.