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STEINHOFF INTERNATIONAL HOLDINGS N.V. - Steinhoff Decides To Launch Pepco IPO

Release Date: 05/05/2021 08:00
Code(s): SNH     PDF:  
Wrap Text
Steinhoff Decides To Launch Pepco IPO

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

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM
THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE
THIS ANNOUNCEMENT. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS
PUBLICATION.

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

Steinhoff decides to launch Pepco IPO

Steinhoff International Holdings N.V. (“SIHNV” or the “Company”, together with its subsidiaries,
“Steinhoff” or the “Steinhoff Group”) announces that today Steinhoff decided to launch the IPO of its
subsidiary Pepco Group B.V. (“Pepco Group”) on the Warsaw Stock Exchange.

The IPO will include a public offering of up to 101,343,568 existing Pepco Group shares, of which c.
98.8% is held by Steinhoff, (representing up to 17.5% of the total issued share capital) to retail
investors and institutional investors in Poland and an offering to institutional investors in selected
other countries within a price range of PLN 38 to PLN 46 (EUR 8.35 to EUR 10.11) subject to publication
of a prospectus approved by the Netherlands Authority for the Financial Markets (AFM) which is
expected to occur today. The price range implies an equity value of Pepco Group of PLN
21,850,000,000 to PLN 26,450,000,000 (EUR 4,800,445,000 to EUR 5,811,065,000). The amount of
offered shares may be increased by way of an over-allotment option up to a maximum of 15,407,767
shares. The final amount of shares and the offer price are expected to be determined and published
on or about 14 May 2021. The expected first day of trading on the Warsaw Stock Exchange will be on
or about 26 May 2021.

The Pepco Group is a subsidiary of Steinhoff and is a fast-growing pan-European discount variety
retailer, serving over 50 million customers a month from over 3 200 stores in 16 countries. Pepco
Group owns the PEPCO and Dealz brands in Europe and the Poundland brand in the United Kingdom
and is Europe’s pre-eminent discount variety retailer in Europe.

Further information on the IPO can be found on the Pepco Group website at
https://www.pepcogroup.eu/investors/.

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

JSE Sponsor: PSG Capital
Stellenbosch, South Africa
5 May 2021

Contact:

Steinhoff International Holdings N.V.
Investor Relations
Phone: +27 21 808 0700
E-mail: investors @steinhoffinternational.com

Important Notice

This announcement is not for publication or distribution, directly or indirectly, in or into the United States. This announcement
and any subsequent offer of securities may be restricted by law in certain jurisdictions and persons receiving this
announcement should inform themselves about and observe any such restriction. Failure to comply with such restrictions may
constitute a violation of securities laws of any such jurisdiction.

This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer
to purchase or subscribe for any shares or any other securities nor shall it (or any part of it) or the fact of its distribution, form
the basis of, or be relied on in connection with, any contract therefore. Investors should not subscribe for or purchase any
shares referred to in this announcement except on the basis of information in the prospectus which may be published by
Pepco Group in due course in connection with the offering and the admission of the shares. Before subscribing for or
purchasing any shares, persons viewing this announcement should ensure that they fully understand and accept the risks
which will be set out in the prospectus when published.

The shares referred to herein may not be offered or sold in the United States unless registered under the U.S. Securities Act
or offered in a transaction exempt from, or not subject to, the registration requirements of the U.S. Securities Act. The offer
and sale of shares referred to herein has not been and will not be registered under the U.S. Securities Act or under the
applicable securities laws of Australia, Canada or Japan. Subject to certain exceptions, the shares may not be offered or sold
in Australia, Canada or Japan or to, or for the account or benefit of any national, resident or citizen of Australia, Canada or
Japan.

This announcement contains forward-looking statements that are based on current expectations or beliefs, as well as
assumptions about future events. These forward-looking statements can be identified by the fact that they do not relate only
to historical or current facts. In addition, forward-looking statements may be identified by the use of forward-looking
terminology, including the terms “anticipate”, “target”, “expect”, “estimate”, “intend”, “plan”, “goal”, “believe”, “will”,
“may”, “should”, “would”, “could”, “is confident”, or in each case, their negative or other variations or words of similar
meaning, or comparable terminology, or by discussions of strategy plans, objectives, goals, future events or intentions.
Forward-looking statements may and often do differ materially from actual results. Undue reliance should not be placed on
any such statements because they speak only as at the date of this document and reflect only current views with respect to
future events. Forward-looking statements are, by their very nature, subject to known and unknown risks relating to future
events and other risks, uncertainties and assumptions and can be affected by many factors that could cause actual results,
plans and objectives, to differ materially from those expressed or implied in the forward-looking statements.

Any purchase of shares in the proposed offering should be made solely on the basis of the information contained in the final
prospectus to be published by Pepco Group in connection with the offering. The information in this announcement is subject
to change.

The timetable for the offering, including the date of first day of trading, may be influenced by things such as market conditions.
There is no guarantee that trading will occur and you should not base your financial decisions on Pepco Group's intentions in
that regard.

Date: 05-05-2021 08:00:00
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