WOOLWORTHS HOLDINGS LIMITED - Update on David Jones Scheme Meeting

Update on David Jones Scheme Meeting

WOOLWORTHS HOLDINGS LIMITED
(Incorporated in the Republic of South Africa)
Registration number 1929/001986/06
Share code: WHL ISIN: ZAE000063863
(“WHL” or “the Company” or “the Group”)


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES OR ANY
JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF
APPLICABLE LAW OR REGULATION


UPDATE ON DAVID JONES SCHEME MEETING


Shareholders of WHL ("Shareholders") are referred to the announcements released on the
Stock Exchange News Service of the JSE Limited on 9 April 2014, 16 May 2014 and 17
June 2014, relating to the proposed acquisition by WHL of the entire issued share capital of
David Jones Limited ("David Jones").


Shareholders are advised that David Jones, with the agreement of WHL, applied to the
Federal Court of Australia today seeking a two week postponement of the Scheme Meeting
previously scheduled to take place on 30 June 2014, following lodgement of a substantial
shareholder notice by Australian Retail Investments Pty Ltd (“ARI”) yesterday. The Federal
Court of Australia has granted this postponement to allow sufficient time for the David Jones
Board to assess the implications of entities associated with Solomon Lew holding 9.89% of
David Jones shares.


The postponement does not affect the David Jones Board’s unanimous
recommendation of the WHL proposal to David Jones shareholders, in the absence
of a superior proposal.


Set out below is an updated timetable for the remainder of the Scheme process:


Event                                                                  New proposed date

Latest time and date for receipt of proxy forms (including proxies
                                                                       10.00am on
lodged online), powers of attorney or certificates of appointment of
                                                                       Saturday 12 July
body corporate representative by the David Jones Share Registry for
                                                                       2014
the Scheme Meeting

                                                                       7.00pm on
Time and date for determining eligibility to vote at the Scheme
                                                                       Saturday 12 July
Meeting
                                                                       2014

                                                                       10.00am on
The Scheme Meeting to be held at the Wesley Conference Centre,
                                                                       Monday 14 July
220 Pitt Street, Sydney
                                                                       2014

If the Scheme is agreed to by the requisite majorities of David Jones shareholders:

                                                                       Wednesday 16 July
Second Court Date (for approval of the Scheme)
                                                                       2014

                                                                       Wednesday 16 July
Outcome of Second Court Hearing announced to ASX
                                                                       2014

Effective Date (Federal Court order lodged with ASIC and               Thursday 17 July
announcement by David Jones to ASX)                                    2014

                                                                       Close of trading on
David Jones Shares suspended from trading on ASX                       Thursday 17 July
                                                                       2014

Scheme Record Date (for determining entitlements to Scheme             Thursday 24 July
Consideration)                                                         2014

Implementation Date (for despatching Scheme Consideration to           Thursday 31 July
Scheme Shareholders)                                                   2014

Scheme Consideration will be sent to Scheme Shareholders (by
                                                                       Thursday 31 July
either cheque or electronic funds transfer into the nominated bank
                                                                       2014
accounts used for dividend payments)



A further announcement providing Shareholders with an update in this regard will be
released in due course.


Cape Town
19 June 2014




Investor contacts:

WHL
Ralph Buddle
Head of Corporate Projects
and Investor Relations

T: +27 21 407 3250
M: +27 83 412 4923



Media contacts:

WHL                             South Africa                Australia

Susie Squire                    Brunswick                   Hintons
Head of Corporate Affairs &
PR                              Nic Bennett                 Angus Urquhart
T:+27 21 407 7546               T:+27 11 502 7300           T: +61 3 9600 1979
M:+27 60 532 3999               M:+27 71 442 2401           M: +61 402 575 684

                                Carol Roos                  Nerida Mossop
                                T:+27 11 502 7300           T: +61 3 9600 1979
                                M:+27 72 690 1230           M: +61 437 361 433



Financial and debt advisers to WHL:
Rothschild
Standard Bank


Legal advisers to WHL:
Gilbert +Tobin
Webber Wentzel
Linklaters


Transaction Sponsor to WHL:
Standard Bank


Independent Sponsor to WHL:
Rand Merchant Bank (a division of FirstRand Bank Limited)





Date: 19/06/2014 09:00:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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