2005/02/21
Woolworths - Securitisation Of A Portion Of The Woolworths (Pty) Ltd In-Store [JSE Securities Exchange - SENS]
 
             Card Portfolio
WOOLWORTHS HOLDINGS LIMITED
Registration number 1929/001986/06
ISIN: ZAE000028288
JSE Code: WHL
SECURITISATION OF A PORTION OF THE WOOLWORTHS (PTY) LTD ("WOOLWORTHS") IN-STORE
CARD PORTFOLIO
Shareholders are advised that the securitisation of a substantial portion of the
Woolworths in-store card portfolio has been successfully implemented.  The
securitisation programme was arranged by Standard Corporate and Investment Bank.
In terms of the securitisation, Woolworths will sell R2,3 billion of in-store
card receivables to a special purpose vehicle, Account On Us (Pty) Ltd.
TERMS OF THE SECURITISATION
In terms of the securitisation programme, Woolworths will sell the receivables
to Account On Us on a non-recourse basis.  The purchase of the receivables is
funded through the issuance of rated Class A notes (85%) and a Subordinated Loan
(15%) from Woolworths.
The Class A Notes were auctioned on 18 February 2005 and achieved a weighted
average spread over Jibar of 0,36%.  Bids were placed for double the amount of
the issue, reflecting the strong appetite for the notes.
The initial R1,9 billion issue of Class A notes comprised the following
tranches:
2-year Floating Rate Notes - R300 million
3-year Floating Rate Notes - R400 million
4-year Floating Rate Notes - R550 million
5-year Floating Rate Notes - R650 million
The Notes will be listed on the Bond Exchange of South Africa with effect from
25 February 2005.
The Programme accommodates further issuances of either Fixed or Floating Rate
Notes and subordinated classes of notes.
APPLICATION OF THE PROCEEDS OF THE SECURITISATION
The proceeds of the sale of the in-store card portfolio will be partially
applied towards repayment of a significant portion of the short-term bank
borrowings currently funding the in-store card portfolio.
Concomitant to the debt restructuring, Woolworths is seeking to improve the
Return on Equity (ROE) of its Financial Services Business.  It will achieve this
by returning surplus capital to shareholders through a R1 billion share buyback.
The terms of the transaction are set out in the Programme Memorandum and the
Final Pricing Supplements for the notes issued.  Copies are available at:
Standard Bank, Corporate and Investment Banking
3 Simmonds Street
Johannesburg
2001
Contact:
Norman Thomson, Finance Director 021 407 3337
Cape Town
21 February 2005
Sponsor
RAND MERCHANT BANK (A division of FirstRand Bank Limited)
CORPORATE FINANCE
Date: 21/02/2005 02:56:02 PM Produced by the JSE SENS Department
Source: JSE Securities Exchange - SENS
 
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