WOOLWORTHS HOLDINGS LIMITED - Update Announcement in respect of Acquistion of David Jones & remaining shares in Country Road

Update Announcement in respect of Acquistion  of David Jones & remaining shares in Country Road

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


UPDATE ANNOUNCEMENT IN RESPECT OF THE:
- ACQUISITION OF DAVID JONES LIMITED (“DAVID JONES”)
- ACQUISITION OF THE REMAINING SHARES IN COUNTRY ROAD LIMITED(“COUNTRY ROAD”)


1. ACQUISITION OF DAVID JONES

   Shareholders of WHL (“Shareholders”) are advised that the Company has
   informed David Jones and its shareholders that the offer price under the
   proposed scheme of arrangement (“the Scheme”) of A$4.00 per David Jones
   share is its best and final offer, subject to no competing proposal emerging.
   Accordingly, subject to no competing proposal emerging, the Company will not
   increase the offer price under the Scheme.

   David Jones has released an announcement on the Australian Stock Exchange
   (“ASX”) today, advising its shareholders accordingly.

2. ACQUISITION OF THE REMAINING SHARES IN COUNTRY ROAD

   Further to the announcement dated 24 June 2014 in respect of the proposed
   cash offer by WHL to acquire all of the ordinary shares that it does not already
   own in Country Road at a price of A$17.00 per share (“the Offer), Shareholders
   are advised that WHL released an announcement on the ASX today declaring
   that the Offer is its best and final offer and that WHL will not increase the offer
   price.

   The Offer remains subject to following conditions:

      -   Foreign Investment Review Board (“FIRB”) approval;
      -   the Scheme becoming effective;
      -   no regulatory action restraining, prohibiting or impeding the Offer; and
      -   no prescribed occurrences.

   It is WHL’s intention that, upon the Scheme becoming effective, it will waive the
   regulatory action and prescribed occurrence conditions. This will, at that time,
   leave the Offer subject only to the FIRB approval.

A further announcement providing Shareholders with an update in respect of the
Scheme and the Offer will be made as appropriate.

Cape Town
30 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 &   Nic Bennett                  Angus Urquhart
PR                            T:+27 11 502 7300            T: +61 3 96001979
T:+27 21 407 7546             M:+27 71 442 2401            M: +61 402 575 684
M:+27 60 532 3999
                              Carol Roos                   Nerida Mossop
                              T:+27 11 502 7300            T: +61 3 96001979
                              M:+27 72 690 1230            M: +61 437 361 433


Financial advisers to WHL:                Legal advisers to WHL:
Rothschild                                Gilbert +Tobin
Standard Bank                             Webber Wentzel


Transaction Sponsors to WHL:              Independent Sponsors to WHL:
Standard Bank                             Rand Merchant Bank (a division of
                                          FirstRand Bank Limited)




                                                                                   
DISCLAIMERS

The release, publication or distribution of this announcement in certain jurisdictions
may be restricted by law and therefore persons in such jurisdictions into which this
announcement is released, published or distributed should inform themselves about
and observe such restrictions.




                                                                                     

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