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TRUWORTHS INTERNATIONAL LIMITED - Proposed acquisition of the Naatjie Kidswear Business

Release Date: 27/11/2014 14:00
Code(s): TRU     PDF:  
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Proposed acquisition of the Naatjie Kidswear Business

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 THE NAARTJIE KIDSWEAR BUSINESS BY THE COMPANY

Truworths advises that it has entered into an agreement with ZA One (Proprietary) Limited
(“Naartjie”) and its USA holding company to acquire the SA based Naartjie business as a going
concern, together with certain trademarks, subject to certain conditions precedent. The
agreement has been formally sanctioned by the USA courts, given that the holding company is in
the course of bankruptcy proceedings.

Naartjie is a retailer of fashionable children’s clothing and associated apparel under the Naartjie
brand. The business was founded in Cape Town, South Africa in 1989 and the brand embraces
bright, colourful, kid-friendly clothes. Naartjie designs and sells ranges of clothing, accessories
and footwear for newborn to 10 year old children from a network of 26 stores in premier shopping
malls throughout South Africa.

The proposed acquisition is conditional upon obtaining 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.

Mr Michael Mark, the Truworths chief executive officer, said that Naartjie would add scale to
Truworths’ kidswear offering, the prospects for which were recently enhanced by the
announcement of the intended acquisition of the Earthchild business. “I believe Naartjie has
excellent growth potential after an initial consolidation phase and will reinforce our growth
prospects in the kidswear market. Earthchild and Naartjie together with our highly successful
L.T.D Kids range enhance the Truworths children’s emporium brand appeal.

We are committed to providing the necessary financial and other resources to place the Naartjie
business on a sustainable footing and thereafter increase the number of outlets, introduce a
credit facility for customers in due course, and possibly expand the operations beyond South
Africa”.

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

27 November 2014

Sponsor in South Africa: One Capital; Sponsor in Namibia: Old Mutual Investment Services
Advisers to Truworths: PSG Capital (corporate), Webber Wentzel (legal)

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