TRUWORTHS INTERNATIONAL LIMITED - Proposed acquisition of Earthchild by the company

Proposed acquisition of Earthchild by the company

TRUWORTHS INTERNATIONAL LIMITED
(Incorporated in the Republic of South Africa)
(Registration number 1944/017491/06)
JSE Code: TRU; NSX Code: TRW; ISIN: ZAE000028296
(“Truworths” or “the company”)

PROPOSED ACQUISITION OF EARTHCHILD BY THE COMPANY

Truworths advises that it has signed a letter of intent with the shareholders of Earthchild Clothing
(Waterfront) (Proprietary) Limited (“Earthchild”) to acquire 100% of their shares in Earthchild,
subject to certain conditions precedent.

Earthchild is a retailer of fashionable children’s and ladies clothing and associated apparel under
the Earthchild and Earthaddict brands. A relaxed natural philosophy is at the heart of both
brands, and the company manages a network of 43 stores in premier shopping malls and retail
districts throughout South Africa. Founded in 1994, Earthchild operates from a design and
distribution centre headquartered in Cape Town, and has grown its retail presence markedly in
the past four years by leveraging its brand values of quality, comfort, natural organic fabrics and
social responsibility.

The proposed acquisition is conditional upon satisfactory findings from a due diligence
investigation, the execution of written agreements typical of a transaction of this nature and the
required regulatory approvals, amongst other conditions. The transaction falls below the
threshold of a categorised transaction in terms of the JSE Listings Requirements, and the parties
have agreed not to disclose the purchase consideration, which is to be settled in cash.

The effective date of the acquisition is expected to be in the first quarter of 2015 and key
executives of Earthchild, who are amongst its shareholders, have agreed to remain in its employ
at least until the conclusion of the three year earn-out period relating to a portion of the purchase
consideration.

Mr Michael Mark, the Truworths chief executive officer, said that Earthchild would add an
important new dimension to the Truworths portfolio of fashion retailing interests. “I am excited by
the intended acquisition of the Earthchild and Earthaddict businesses, which have great growth
prospects and which together with our rapidly expanding LTD Kids business reinforce our growth
prospects in this area of the market. We are committed to providing the necessary financial and
other resources to increase the number of Earthchild and Earthaddict stores relatively rapidly,
introduce a credit facility for customers, and grow the operations beyond South Africa”.

Mr Jonathan Katz, the Earthchild chief executive officer, who together with Mr Jared Kahn, the
chief operating and financial officer, would continue in their current roles, said he was delighted
to be partnering with Truworths as the Earthchild business entered the next phase of its
impressive recent growth trajectory. “As one of the founders of the business I am proud to have
worked alongside a passionate and capable team, and developed the Earthchild and Earthaddict
brands to their well-regarded position in the children’s and ladies apparel market. I look forward
to working with Truworths to further expand the footprint of the business”.

Truworths will periodically provide further information to investors on the proposed acquisition
during the course of the coming months.

7 October 2014

Sponsor in South Africa: One Capital; Sponsor in Namibia: Old Mutual Investment Services
Advisers to Truworths: PSG Capital (corporate), Webber Wentzel (legal)
Advisers to Earthchild: Cadiz Corporate Solutions (corporate), DLA Cliffe Dekker Hofmeyr (legal)

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