The process governing the potential transaction whereby Pioneer Foods intends to acquire KWV is going ahead. KWV received an expression of interest from Pioneer Foods on 29 November 2010 and following discussions between the parties, Pioneer Foods has submitted a firm offer to acquire 100% of KWV’s shares. KWV has undertaken to co-operate with Pioneer Foods in the scheme of arrangement process. A joint announcement in this regard was released on SENS this morning.

KWV has also been approached by other parties to discuss potential alternative transactions. There has been extensive media speculation on these approaches. Until KWV’s board has received firm offers from any party, it cannot comment on such approaches.

In the meantime, KWV’s board has constructively considered, and will continue to do so, any approach emanating from a serious source proposing a change of control of the company, and do so in a way that not only protects the interests of the current shareholders but also enables shareholders to make the final decision on any bona fide offer capable of implementation.

KWV’s board has appointed a sub committee, consisting of three nonexecutive directors, who are driving the process relating to the proposed transaction. KWV has also appointed RMB and ENS as corporate advisors to the transaction, and the sub-committee will report back to the KWV board on their proceedings on a regular basis. In addition, KPMG has been appointed as independent expert to express an opinion on the proposed transaction.

The key decision makers relating to the possible transaction with Pioneer Foods or any other potential party, are obviously KWV`s shareholders who will, subject to the statutory role of the regulators, ultimately have to approve any proposed transaction. The KWV board will continue at all times to exercise its duties in good faith to ensure that any offer is capable of execution and that the risks of failure are mitigated.

KWV’s board has not committed itself to any price in the proposed Pioneer Foods transaction. The offer, including the price, will be evaluated by KPMG which will make a recommendation to the board.

This recommendation will be included in a circular to all shareholders early next year, as well as an announcement on the anticipated timelines.

As indicated in the joint announcement, the current price on offer might be adjusted downward. KWV’s board remains intent on protecting the interests of the company, including its commercially sensitive information.