WHL - Woolworths Holdings - Specific issue of ordinary shares in Woolworths [JSE Securities Exchange - SENS]
WHL - Woolworths Holdings - Specific issue of ordinary shares in Woolworths     
Holdings Limited for cash to Woolworths (Proprietary) Limited                   
Woolworths Holdings Limited                                                     
(Incorporated in the Republic of South Africa)                                  
Registration number 1929/001986/06                                              
Share code:  WHL    ISIN:  ZAE000063863                                         
("Woolworths" or "the Company")                                                 
WOOLWORTHS (PROPRIETARY) LIMITED                                                
1. The transaction                                                              
1.1 Details relating to the transaction                                         
Shareholders are advised that Woolworths will issue up to 30 000 000 Woolworths 
Holdings Limited ordinary shares ("the ordinary shares"), from its authorised   
but unissued ordinary share capital, to Woolworths (Proprietary) Limited ("WPL")
a wholly-owned subsidiary of Woolworths, prior to the next annual general       
meeting of the Company, for a subscription price of R14.56 per ordinary share,  
which is equal to the volume weighted average price for the 30-day period to    
Tuesday, 18 August 2009 ("the specific issue").                                 
The ordinary shares to be issued in terms of the specific issue will rank pari  
passu in all respects with the existing issued ordinary share capital of the    
The ordinary shares to be issued to and held by WPL will be accounted for as    
treasury shares and application will be made to the JSE Limited for the listing 
of these shares, once they have been issued.                                    
1.2 Financial effects                                                           
The pro forma financial effects of the specific issue on the Company's earnings 
per share, headline earnings per share, net asset value per share and net       
tangible asset value per share for the six month period ended 31 December 2008  
are not material or significant, and have therefore not been disclosed.         
1.3 Posting of the circular and general meeting of shareholders                 
Woolworths posted a circular to shareholders regarding the specific issue on 24 
August 2009.  A general meeting of shareholders ("general meeting") of          
Woolworths is convened, in terms of the notice of general meeting attached to   
and forming part of the circular to shareholders, for Thursday, 10 September    
2009.  The general meeting will be held in the Auditorium, 1st Floor, Woolworths
House, 93 Longmarket Street, Cape Town at 11h00 and shareholders will be        
requested to consider and, if deemed fit, to pass with or without modification  
the ordinary resolutions required to implement the specific issue.              
1.4 Important dates and times                                                   
     Circular posted to all shareholders on        Monday,24 August             
     Last  day to lodge proxy forms (by no  later  Tuesday,8 September          
     than 11h00) for the general meeting on                                     
     General meeting held at 11h00 on              Thursday,10 September        
     Results  of  general  meeting  published  on  Thursday,10 September        
     SENS on                                                                    
     Results of general meeting published in  the  Friday,11 September          
     press on                                                                   
Cape Town                                                                       
25 August 2009                                                                  
Merchant bank and sponsor                                                       
RAND MERCHANT BANK (A division of FirstRand Bank Limited)                       
Date: 25/08/2009 07:13:02 Produced by the JSE SENS Department.                  
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