WOOLWORTHS HOLDINGS LIMITED - Voluntary announcement relating to the acquisition of 100% of the issued shares of in2food Holdings Proprietary Limited

Voluntary announcement relating to the acquisition of 100% of the issued shares of in2food Holdings Proprietary Limited

Woolworths Holdings Limited
(Incorporated in the Republic of South Africa)
Registration number 1929/001986/06
Share code: WHL
ISIN: ZAE000063863
Bond Company code: WHLI
(“WHL”, the “Group” or the “Company”)

VOLUNTARY ANNOUNCEMENT RELATING TO THE ACQUISITION OF 100% OF THE ISSUED SHARES
OF IN2FOOD HOLDINGS PROPRIETARY LIMITED

1. INTRODUCTION AND FULFILMENT OF REGULATORY SUSPENSIVE CONDITIONS

Shareholders are referred to the voluntary announcement released on 17 March 2026, in which the
Company announced that it had entered into an agreement to acquire 100% of the issued shares of
in2food Holdings Proprietary Limited, which trades through its wholly-owned subsidiary,
in2food Group Proprietary Limited (“in2food”), from the founders, Old Mutual Private Equity
(part of Old Mutual Alternative Investments Proprietary Limited) and other exiting shareholders
(the “Transaction”).

WHL is pleased to announce that all regulatory suspensive conditions customary for a transaction of
this nature, including the requisite competition authority approval, have been fulfilled. Completion of
the Transaction is expected to take place in the coming month.

2. TRANSACTION RATIONALE

The acquisition advances the Group’s strategic intent by building on Woolworths Food’s market-
leading premium food ecosystem, the Group’s strongest source of competitive advantage and primary
engine of value creation. The Transaction supports the Group’s focus on prioritising growth in
Woolworths Food, strengthening differentiation, unlocking new revenue streams and directing capital
with greater discipline towards areas where WHL has the right to win and potential to create value.

in2food is a South African-based producer of high-quality convenience foods and has been a strategic
supplier to Woolworths Food for more than 30 years. The longstanding relationship between the
businesses is grounded in close collaboration and a shared focus on quality, innovation and a
differentiated customer proposition, making the Transaction a natural extension of Woolworths’
premium food ecosystem.

Consistent with this strategic direction, the Transaction strengthens Woolworths Food’s supply chain
resilience and further differentiates its premium offering. Greater integration will increase agility and
efficiency across the supply chain, improving speed-to-market and responsiveness to changing
customer needs. It will also enhance innovation and new product development, supporting
Woolworths Food’s continued leadership in premium food retailing in South Africa.

WHL values the longstanding relationships it has built with its supplier partners, whose capabilities
and expertise are fundamental to the quality, innovation and differentiation of the premium
Woolworths Food offering. The Group remains committed to working closely with its diverse supplier
partners, which will continue to play an integral role in the strength and future growth of the Food
ecosystem.

The Transaction also advances the Group’s objective of unlocking new revenue streams by leveraging
in2food’s established presence in food service and export markets to accelerate growth in
non-competing channels and extend participation in the broader food ecosystem. On completion of
the Transaction, in2food will continue to operate as a standalone business within Woolworths. It is
envisaged that the current senior leadership team will remain in place, ensuring continuity of
operations and preserving the entrepreneurial culture that has contributed to the business’s success.

Financially, the Transaction is expected to be earnings-accretive to the Company, with further benefits
anticipated as efficiencies are realised over time. This reinforces the Group’s disciplined approach to
capital allocation and long-term value creation.

3. CLASSIFICATION OF THE TRANSACTION

The Transaction falls below the threshold for categorisation in terms of the JSE Limited Listings
Requirements and this announcement is therefore made voluntarily.

Cape Town
8 October 2026

Financial adviser to Woolworths
Pinehurst Partners

Transactional services adviser to Woolworths
PwC South Africa

Legal adviser to Woolworths
Webber Wentzel

Equity Sponsor and Debt Sponsor
Investec Bank Limited

Financial adviser to in2food
Rand Merchant Bank, a division of FirstRand Bank Limited

Legal adviser to in2food
DLA Piper Advisory Services (Pty) Limited
Date: 08/10/2026 08:30:00
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.