| DGAP-Ad-hoc: Steinhoff International Holdings N.V. / Key word(s): Mergers & Acquisitions Steinhoff International Holdings N.V. : WITHDRAWAL OF JOINT CAUTIONARY ANNOUNCEMENT 20-Feb-2017 / 09:44 CET/CEST Disclosure of an inside information acc. to Article 17 MAR, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. Steinhoff International Holdings N.V. (Incorporated in the Netherlands) (Registration number: 63570173) Share Code: SNH ISIN: NL0011375019 ("Steinhoff") WITHDRAWAL OF JOINT CAUTIONARY ANNOUNCEMENT Shareholders of Steinhoff and Shoprite Holdings Limited ("Shoprite") (together "the Companies") are referred to the joint announcement of the Companies on 14 December 2016 ("the Cautionary Announcement"), regarding the negotiations between the Companies, initiated by the Public Investment Corporation SOC Limited ("PIC") and Titan Premier Investments Proprietary Limited ("Titan") as the largest shareholders of the Companies. The Cautionary Announcement dealt with the potential sale of Steinhoff's Africa retail assets to Shoprite ("the Proposed Transaction"), as well the possible exchange by the PIC and Titan of their Shoprite shares for Steinhoff shares at an "to be agreed" ratio ("the Share Exchange"). Shareholders of the Companies are hereby informed that the Companies have decided to terminate their negotiations related to the Proposed Transaction as the PIC, Titan and Steinhoff could not reach agreement on the exchange ratio that would apply to the Share Exchange. The Proposed Transaction was investigated and analysed by the respective management teams of Steinhoff and Shoprite, and although the Proposed Transaction presents exciting opportunities for the Companies and their respective management teams, the fact that the relevant parties could not reach an agreement in respect of the Share Exchange resulted in the negotiations being terminated. Accordingly, shareholders of Steinhoff and Shoprite are advised that caution is no longer required to be exercised by shareholders when dealing in their Steinhoff and/or Shoprite securities. Stellenbosch and Cape Town 20 February 2017 Financial Adviser and Transaction Sponsor to Steinhoff Rand Merchant Bank (A division of FirstRand Bank Limited) Sponsor to Steinhoff PSG Capital (Pty) Ltd Financial Adviser and Transaction Sponsor to Shoprite Investec Bank Limited Sponsor to Shoprite Nedbank Corporate and Investment Banking Legal Advisers to Steinhoff Cliffe Dekker Hofmeyr Incorporated Girard Hayward Incorporated Linklaters LLP Legal Advisers to Shoprite Werksmans Attorneys 20-Feb-2017 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de |
| Language: | English |
| Company: | Steinhoff International Holdings N.V. |
| Herengracht 466 | |
| 1017 CA Amsterdam | |
| Netherlands | |
| Phone: | +27218080700 |
| Fax: | +27218080800 |
| E-mail: | investors@steinhoffinternational.com |
| Internet: | www.steinhoffinternational.com |
| ISIN: | NL0011375019 |
| WKN: | A14XB9 |
| Indices: | MDAX |
| Listed: | Regulated Market in Frankfurt (Prime Standard); Regulated Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover, Munich, Stuttgart, Tradegate Exchange |
| End of Announcement | DGAP News Service |
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545703 20-Feb-2017 CET/CEST
