Results of general 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")
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
RESULTS OF GENERAL 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 and 16 May
2014, relating to the proposed acquisition by WHL of the entire issued share capital
of David Jones Limited ("David Jones"), an iconic Australian department store
retailer ("the Proposed Acquisition").
Shareholders are advised that at the general meeting of Shareholders held today, all
the resolutions necessary to implement the Proposed Acquisition and matters
relating to the proposed rights offer, were approved by the requisite majority of
Shareholders which was in all cases in excess of 99%, other than Special Resolution
Number 4 which approval was above 97%.
The special resolutions will be lodged with the Companies and Intellectual Properties
Commission in due course.
Shareholders are further advised that the David Jones scheme meeting is scheduled
to take place on 30 June 2014 and the Proposed Acquisition is expected to be
completed on 17 July 2014. Accordingly, a further announcement providing
Shareholders with an update in this regard will be released at such time.
17 June 2014
Head of Corporate Projects
and Investor Relations
T: +27 21 407 3250
M: +27 83 412 4923
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 9600 1979
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 9600 1979
M:+27 72 690 1230 M: +61 437 361 433
Financial and debt advisers to WHL:
Legal advisers to WHL:
Transaction Sponsor to WHL:
Independent Sponsor to WHL:
Rand Merchant Bank (a division of FirstRand Bank Limited)
Joint bookrunners and co-underwriters to WHL:
Reporting accountants and auditors to WHL:
Ernst & Young Inc.
Legal advisers to the Joint book-runners and co-underwriters and the
Bowman Gilfillan Inc.
Latham & Watkins
Allen & Overy
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.
This announcement is not an offer for the sale of securities. The securities discussed
herein have not been and will not be registered under the US Securities Act of 1933
(the "US Securities Act"), or under any securities laws of any state or other
jurisdiction of the United States and may not be offered, sold, taken up, exercised,
resold, renounced, transferred or delivered, directly or indirectly, within the United
States absent an exemption from, or in a transaction not subject to, the registration
requirements of the US Securities Act and in compliance with any applicable
securities laws of any state or other jurisdiction of the United States. The Company
does not intend to register any part of the Proposed Rights Offer in the United
Date: 17/06/2014 11:50:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.