Steinhoff International Holdings N.V.
(Incorporated in the Netherlands)
(Registration number: 63570173)
Share Code: SNH
ISIN: NL0011375019

Steinhoff Investment Holdings Limited
(Incorporated in the Republic of South Africa)
(Registration number: 1954/001893/06)
JSE Code: SHFF
ISIN: ZAE000068367


DISCLOSURE OF INSIDE INFORMATION PURSUANT TO ART. 17 OF THE EU MARKET ABUSE
REGULATION (EU 596/2014, MAR)


STEINHOFF: UPDATE ON MATURITY EXTENSION TRANSACTION
Steinhoff International Holdings N.V. is referred to as “SIHNV” or the “Company” and with its
subsidiaries, “Steinhoff” or the “Group”; “Group Services Debt” means the indebtedness
under (i) the Contingent Payment Undertakings (“CPUs”) entered into by SIHNV; and (ii) the
debt facilities entered into by Steenbok Lux Finco 1 S.à.r.l. (“LuxFinco 1”), Steenbok Lux Finco
2 S.à.r.l. (“LuxFinco 2”) and Hemisphere International Properties B.V. (“Hemisphere”) (the
instruments together, the “Group Services Debt Facilities”), each as amended from time to
time.

Further to the announcement published on 15 December 2022, the Company announces
that it has received an agreement in principle from the largest financial creditors under the
Hemisphere facilities to extend maturities of those facilities on the following key economic
terms (“Hemisphere Term Sheet”):

 Hemisphere Facility             Current terms                    Proposed amendment
 Amount (per 30 June 2023)       EUR132m                          Will be increased by the
                                                                  amount of the consent fee
                                                                  (1%)
 Maturity date (debt and CPU     30 June 2023, with a six-month   30 June 2026, with two one-
 maturity)                       extension option                 year extension options
 Interest rate                   10% PIK, semi-annual             15% PIK, semi-annual
 CPU and Recovery cap            First ranking claim on           Unchanged
                                 Hemisphere CPU
                                 10.0% PIK, semi-annual
 Non-call period                 N/A (expired)                    Three years after the effective
                                                                  date of extension of the
                                                                  Hemisphere facilities


The Hemisphere Term Sheet also acknowledges that it remains available for Hemisphere, its
shareholders and the Company to repay or refinance the existing Hemisphere facilities at
par plus accrued interest on or before the earlier of 30 June 2023 and the effective date of
extension of the Hemisphere facilities.
The Hemisphere Term Sheet will be incorporated into the Support Agreement announced
on 15 December 2022 and the Support Agreement has been amended to give effect to
that with the consent of required Original Participating Lenders pursuant to the Support
Agreement.

For financial creditors, a copy of the Support Agreement and the Hemisphere term sheet
are available on the relevant debt domain set up for the facility in which the financial
creditor holds a participation or from the relevant facility agent, together with instructions
on how to execute an accession letter to accede to the Support Agreement. Any queries
regarding the accession process should be directed to Houlihan Lokey
(ProjectPurpleHL@hl.com).

As previously noted, whilst the Group believes that the Support Agreement constitutes an
important and positive step towards the proposed extension of the Group Services Debt,
there is no certainty that the necessary commercial and legal agreements and
arrangements will be concluded to successfully implement the proposed transaction.
Accordingly, shareholders and other investors in the Company are advised to exercise
caution when dealing in the securities of the Group.

Further information and updates will be provided to the market as and when available.

The Company has a primary listing on the Frankfurt Stock Exchange and a secondary listing
on the JSE Limited.

Disclaimer

The information in this announcement is not intended to be complete. This announcement
is for information purposes only and does not constitute an offer, or any solicitation of any
offer, to buy or subscribe for any securities. The distribution of this announcement may, in
some countries, be restricted by law or regulation. Accordingly, persons who come into
possession of this document should inform themselves of and observe these restrictions. To
the fullest extent permitted by applicable law, Steinhoff disclaims any responsibility or
liability for the violation of any such restrictions by any person. Any failure to comply with
these restrictions may constitute a violation of the securities laws of that jurisdiction. Steinhoff
does not assume any responsibility for any violation of any of these restrictions. Any SIHNV
shareholder who is in any doubt as to his or her position should consult an appropriate
professional advisor without delay.

Certain statements in this announcement may be considered forward-looking statements.
These forward-looking statements speak only as of the date of this announcement. By their
nature, forward-looking statements involve risks and uncertainties because they relate to
events and depend on circumstances that may or may not occur in the future, and
Steinhoff cannot guarantee the accuracy and completeness of forward-looking
statements. A number of important factors, not all of which are known to Steinhoff or are
within its control, could cause actual results or outcomes to differ materially from those
expressed in any forward-looking statement. Steinhoff expressly disclaims any obligation or
undertaking to publicly update or revise any forward-looking statements, whether as a
result of new information, a change in expectations or for any other reason.




Stellenbosch, 19 December 2022
Contact:
Steinhoff International Holdings N.V.
Investor Relations
Phone: +27 21 808 0700
E-mail: investors@steinhoffinternational.com



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