Woolworths (Proprietary) Limited and Absa Group Limited announced today that Woolworths has sold 50% + 1 share of Woolworths Financial Services Proprietary Limited to Absa for R875 million. This creates a joint venture that will manage the ongoing expansion of this growing part of Woolworths’ business and will further enhance Absa’s participation in the consumer finance market. Woolworths Financial Services has grown significantly since it was established in the early 1990s. As at 31 December 2007, the last reported interim year end, Woolworths had net financial services assets of R5,559 million and an active credit account base of over 1.6 million customers collectively holding almost 2 million accounts. . Woolworths took a strategic decision to seek a world-class partner that could provide access to the specialist skills required and the necessary resources to assist in the management and growth of a consumer finance business. The joint venture announced today brings together three strong consumer brands in Woolworths, Absa and Barclaycard, and will provide Woolworths customers with access to the benefits of a full range of local and international financial products and services, including the launch of a premium Barclaycard offering. In addition, Woolworths Financial Services will achieve financial and operational benefits through access to Absa’s funding, credit risk, customer value management capabilities and industry expertise backed by global financial services leader Barclays PLC. Simon Susman, Chief executive of Woolworths says, “We are delighted with this transaction. We look forward to working with Absa to further grow our already sizeable and successful financial services business. The strength of the Woolworths Financial Services brand reflects the tremendous loyalty of our customers and our commitment to excellent service. “We believe we have found a strong strategic partner in Absa and Barclays who can provide the requisite skills and who have the necessary resources to assist in the management of the next stages of growth of Woolworths Financial Services,” says Susman. “Bringing in the additional financial services expertise will support our ongoing focus on our core retail business.” Louis von Zeuner, Group executive director of Absa says, “An acquisition of 50% + 1 share of Woolworths Financial Services gives Absa significant access to the retailer finance market where financial services are originated at the point of purchase, which is not accessible through traditional banking channels. The joint venture enables Absa to increase its share of the consumer finance market.” Von Zeuner adds: “Absa is pleased to establish this long-term partnership with Woolworths. This is in view of its well-earned reputation as South Africa’s premier retailer, its vast distribution network, and its existing financial services business and the quality of its customer base. “The joint venture will combine the strengths of Woolworths with Absa’s funding, customer value management and marketing capabilities, to create a market-leading consumer finance operation.” All existing Woolworths Financial Services offerings and entities will be consolidated as a result of this transaction, and operated and managed under the Woolworths Financial Services brand. Sam Ngumeni, the existing Head of Woolworths Financial Services, has been appointed Chief executive officer designate of the new entity. Ngumeni says, “I am excited by the many opportunities this joint venture brings, and am looking forward to developing and growing this dynamic business.” The transaction is subject to a number of conditions, including regulatory approval from the South African Competition Authorities. Completion is expected to occur in the third quarter of 2008. It is the current intention of the Woolworths board, following the completion date, to distribute R2,25 billion of the cash proceeds arising from the disposal and the cash realised from the transfer of the financial services assets into the joint venture after settling the notes issued by AOU. The balance of cash realised will be utilised to retire other debt. It is expected that the distribution to shareholders will be implemented by way of a special dividend of R750 million, and, subject to prevailing market conditions at the time, an open market share repurchase of the balance. Ends For further information please contact: Woolworths Woolworths Press Office +27 21 407 7700 or 082 782 3856 pressoffice@woolworths.co.za Absa Absa Head: Media Relations +27 11 350 5768 patrick.wadula@absa.co.za