WOOLWORTHS HOLDINGS LIMITED - Dealing in securities by directors and group secretary

Dealing in securities by directors and group secretary

Woolworths Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number 1929/001986/06)
Share code: WHL
ISIN:
("Woolworths Holdings" or "the company")

DEALING IN SECURITIES BY DIRECTORS AND GROUP SECRETARY

In compliance with the JSE Limited ("JSE") Listings Requirements, the following
information is disclosed:

Annual allocations of the following share instruments have been accepted off market by
the following directors and Group company secretary of Woolworths Holdings on
22 September 2014:

1.   SHARE APPRECIATION RIGHTS SCHEME ("SARS")

     SARS which vest after a 3 year performance period, subject to performance
     conditions have been issued at the grant price as indicated and were accepted
     by:

     Executive directors     Number of SARS      Grant price    Transaction value
     Z Rylands               32 358              R74.06         R2 396 433.48
     S Ngumeni               55 092              R74.06         R4 080 113.52
     R Isaacs                25 115              R74.06         R1 860 016.90

     Group secretary
     T Sishuba-Mashego       17,176              R74.06         R1 272 054.56


     Clearance has been received in respect of all of the above transactions. All
     interests are indirect beneficial.

2.   LONG TERM INCENTIVE PLAN ("LTIP")

     Conditional share awards LTIP, which vest after a 3-year performance period,
     subject to performance conditions have been issued at the grant price as
     indicated and were accepted by:

     Executive directors     Number of LTIP      Grant price    Transaction value
     Z Rylands               35 055              R74.06         R2 596 173.30
     S Ngumeni               59 682              R74.06         R4 420 048.92

     R Isaacs                27 208              R74.06         R2 015 024.48

     Group secretary
     T Sishuba-Mashego       18 607              R74.06         R1 378 034.42

     Clearance has been received in respect of all of the above transactions. All
     interests are indirect beneficial.

3.   DEALING IN SECURITIES BY A DIRECTOR

     In compliance with the JSE Limited Listings Requirements, shareholders are
     advised that the following director has disposed of his rights by selling his
     letters of allocation in terms of the Rights Offer, the full terms of which were
     announced on the Stock Exchange News Service on 2 September 2014 ("the
     Rights Offer").

     Director                       :     Simon Susman
     Company                        :     Woolworths Holdings Limited
     Date of transaction            :     19 September 2014
     Nature of transaction          :     On market sale of letters of allocation in
                                          terms of the Rights Offer
     Class of securities            :     Letters of allocation in respect of ordinary
                                          shares offered in terms of the Rights Offer
     Number of securities           :     30 000
     Selling price                  :     1,347.5 cents per share
     Total value of transaction     :     R404 250.00
     Highest price                  :     1,350 cents
     Lowest price                   :     1,345 cents
     Nature of interest             :     Indirect beneficial
     Clearance obtained             :     Yes




Cape Town
23 September 2014


Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)

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