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Steinhoff International Holdings N.V. – Additional Support For Global Litigation Settlement Implementation
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
STEINHOFF INTERNATIONAL HOLDINGS N.V. – ADDITIONAL SUPPORT FOR GLOBAL LITIGATION
SETTLEMENT IMPLEMENTATION AND AN UPDATE ON IMPLEMENTATION PROCESS
Steinhoff International Holdings N.V. (“SIHNV” or the “Company”, together with its subsidiaries,
“Steinhoff” or the “Steinhoff Group”) and the former South African holding company for such
subsidiaries, Steinhoff International Holdings Proprietary Limited (“SIHPL”), provide the following
updates regarding support for their global litigation settlement proposal and its
implementation.
Steinhoff refers to SIHPL’s section 155 proposal, originally published on 19 January 2021 and as
amended on 16 February, 23 March, and 11 August 2021 (the “S155 Proposal”). Steinhoff also
refers to the Dutch composition plan, originally published on 15 February 2021, as subsequently
amended on 23 March, 15 June, and 11 August 2021 (the “Composition Plan”).
Additional Support for Global Litigation Settlement
SIHNV and SIHPL report the following updates on support for the proposed global settlement:
• Lender consent obtained in relation to Consent Request No.3: As reported in its
announcements on 16 July 2021 and 11 August 2021, SIHNV required the consent under
the existing finance documents for the revised terms to the global settlement proposal set
out in those announcements. On 20 August 2021, Steinhoff distributed “Consent Request
No.3” to the facility agents under the relevant Steinhoff finance documents. In summary,
Consent Request No.3 sought consent from lenders for the following:
- Request 1: Approval of amendments to the terms of the global litigation settlement
proposal to include the terms as announced by Steinhoff on 16 July 2021 and 11 August
2021.
- Request 2: Approval of the SIHPL finance documents required to be entered into as
part of the SIHPL settlement terms to have effect following “Settlement Effective Date”
(as defined in the S155 Proposal and Composition Plan), including the new S155
Settlement Note to be issued by SIHPL and the SIHPL Intercreditor Agreement both as
described in the S155 Proposal.
- Request 3: Approval of an outline of the steps to be taken in connection with the
Settlement Effective Date.
- Request 4: Approval of the amendments required to the SIHNV “Contingent Payment
Undertakings” to support the establishment of the Committee of Representatives (“SoP
Committee”) appointed under the SoP proceedings (as to which, see the 28 May 2021
Steinhoff press release).
Steinhoff has now obtained the necessary approvals and confirms that Consent Request
No.3 has been approved by the requisite majorities of financial creditors in respect of each
of the consents requested.
• Support of certain SIHPL Contractual Claimants: SIHNV refers to its previous announcements
in respect of the proposed settlement terms in respect of the contractual claims against
SIHPL by (i) Business Venture Investments No 1499 (RF) (Proprietary) Limited (“BVI”), and (ii)
certain current and former Pepkor Holdings Limited (“PPH”) managers, being Charl André
Cronjé, Jacobus Hauptfleisch du Toit, Annamie Hansen, Leon Marius Lourens, Estelle Ann
Morkel, Jacobus Francois Pienaar, Johan Samuel Van Rooyen and Johan Daniël Wasserfall
(together, the “Cronje 7”).
The 27 July 2020 Steinhoff announcement outlined SIHPL’s proposal that settlement
consideration with respect to the BVI and Cronje 7 be entirely in the form of PPH shares at
ZAR13.5 per share, provided each claimant agreed to a lock up restriction of three years
regarding the sale of such shares from the Settlement Effective Date. The settlement
proposals for the BVI and Cronje 7 were subsequently varied and restated in Steinhoff’s 11
August 2021 announcement and as set out in the S155 Proposal.
On 31 August 2021, the BVI and Cronje 7 confirmed their irrevocable support of the S155
Proposal subject to the following commercial terms:
(a) an increase in the amount to be acquired by Steinhoff Africa Holdings Proprietary
Limited (“SAHPL”) of the loan owed by BVI to Pepkor Trading Proprietary Limited by an
equivalent in ZAR of EUR 21,200,000 (in addition to the ZAR equivalent of EUR 10,000,000
previously announced) and on the basis previously announced, such payment by
SAHPL to be made directly to Pepkor Trading Proprietary Limited, an indirect wholly
owned subsidiary of PPH;
(b) payment of EUR500,000 in respect of costs incurred by BVI and the Cronje 7 in
connection with their High Court actions against SIHPL and other members of the
Steinhoff Group; and
(c) such terms being conditional on the occurrence of the Settlement Effective Date
before 31 December 2021.
Update on Scheme Implementation Processes
• SoP Committee Process: Today, the supervisory judges in the Dutch SoP proceedings
opened the creditors’ meeting to discuss the claims as submitted in the procedure and to
consider the Composition Plan. In the meeting, the supervisory-judges (rechters-
commissarissen) decided to adjourn the meeting until Wednesday 8 September 2021 at
13.30 CET. At that adjourned meeting there will be a further session in which the SoP
Committee will most likely conclude by casting its vote on the Composition Plan. Assuming
there is a positive decision supporting the Composition Plan on 8 September 2021, the
outcome will then need to be considered by the Dutch Court in a subsequent confirmation
hearing.
• S155 Creditors Meetings: The creditors’ meetings in the SIHPL S155 process will take place
on Monday, 6 September 2021.
Further Information
Further updates will be provided as and when appropriate.
Claimants will be able to review additional information and submit their claim details on the
following website: www.SteinhoffSettlement.com.
The Company has a primary listing on the Frankfurt Stock Exchange and a secondary listing on
the JSE Limited.
Stellenbosch, South Africa
3 September 2021
JSE Sponsor: PSG Capital
Date: 03-09-2021 05:25:00
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