OFFER BY STEINHOFF FOR THE ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL OF

RELYON
STEINHOFF INTERNATIONAL HOLDINGS LTD
  (Incorporated in the Republic of South Africa)
  (Registration number 1998/003951/06)
  ("Steinhoff")
RELYON GROUP p.l.c.
  (Incorporated in the United Kingdom)
  (Registration number 859590)
  ("Relyon")

OFFER BY STEINHOFF FOR THE ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL OF
RELYON
INTRODUCTION

   Gensec Bank Limited is authorised to announce that Steinhoff UK Beds
Limited ("Steinhoff UK Beds"), ultimately a wholly-owned subsidiary of
Steinhoff, has agreed to extend an offer to the shareholders of Relyon for
the acquisition of all of their shares in Relyon at a cash consideration of
180 pence '2 120 South African cents per share' ("the Relyon offer" or "the
offer"). The aggregate offer consideration amounts to GBP37,4 million
'ZAR440,6 million' which will be discharged by the Steinhoff Group from own
resources and local facilities to be raised in the United Kingdom ("the
UK").
INFORMATION ON RELYON AND RATIONALE FOR THE OFFER

Relyon is an industrial household goods group listed in the Official List of
the London Stock Exchange Plc ("the LSE"), with a current market

capitalisation at 9 August 2001 of GBP34,6 million 'ZAR407,6 million'. The
Relyon offer consideration is thus at a premium of 8,1% to the market value
of the securities concerned immediately prior to the announcement of the
offer.

   Relyon comprises two bed manufacturing operations, namely Relyon Limited
in the UK and Norma Boxmeer BV in The Netherlands, and a specialist foam and
fibre operation conducted through Pritex Limited, which serves the
industrial and furnishing market sectors.

   Relyon's operations as currently constituted achieved sales of GBP53,2
million 'ZAR626,7 million' in the year to December 2000 with adjusted
profits before goodwill amortisation and the non-recurring costs incurred in
connection with the demerger of Photo-Scan Holdings Limited, of GBP4,2
million 'ZAR49,5 million' before taxation. The year-to-date performance of
Relyon for the current year is in line with the directors' expectations.
Relyon is a strong cash generative business with a tangible net asset value
as at 31 December 2000 of GBP21,7 million 'ZAR255,6 million' which included
cash reserves of GBP5,3 million 'ZAR62,4 million'. To the extent that Relyon
has cash reserves at the completion date of the offer, the net incremental
borrowings of Steinhoff UK Beds will be effectively reduced. The Relyon
offer is therefore self-financing to a certain extent and as such should not
materially impact on Steinhoff's consolidated financial gearing profile in
the longer term.

   The business activities of Relyon would fit in well with those of the
Steinhoff group. The latter has extensive interests in both furniture
manufacturing and household goods distribution, but currently has a limited
presence in the UK. The Relyon offer, if successfully implemented, would
provide an expanded base for Steinhoff in the UK from which its growth could
be accelerated under well-known brands and designs that are complementary to
its existing range of products on offer and access to excellent management
skills with a proven successful track record in the UK. The acquisition of
Relyon will also benefit the African operations of Steinhoff as a result of
the anticipated enhanced export prospects arising from the wider

distribution network and established infrastructure of Relyon. The proposed
acquisition of Relyon reflects the ongoing strategic objective of the
Steinhoff group to leverage its existing infrastructure and market presence
in Europe and to build a more geographically diversified earni

ings base with highly recognised and valued brands.
MANAGEMENT AND STAFF OF RELYON

Steinhoff UK Beds intends to retain the existing management teams in
Relyon's principal operating business units.

   The existing non-executive directors of Relyon have agreed to resign upon
the offer being declared unconditional. The executive directors will,
however, remain with the business under the leadership of the existing Chief
Executive, Ian Topping. Mr Topping has agreed to remain on as Managing
Director of Relyon for at least 12 months after the offer has been

implemented and he will manage Steinhoff's existing operations in the UK and
Ireland and, further, be invited to join the board of Steinhoff Europe AG.
   In view of the above, the Relyon offer complies with Steinhoff's basic
acquisition philosophy of acquiring only those entities which are profitable
(or capable of becoming profitable in the short term) and are self-

sufficient in terms of management capacity with a successful track record
and extensive knowledge of local trading conditions.
FINANCIAL EFFECTS

The Relyon offer is, although both earnings and net asset value per share
enhancing, not expected to have any material effect on Steinhoff's earnings
and net asset value per share in the short term. The resultant expanded
geographical presence and representation is, however, anticipated to augment
Steinhoff's offshore growth prospects and export initiatives from South
Africa and hence, contribute to further enhance its hard-currency earnings
qualities.
GENERAL

The offer is conditional upon the acceptance thereof by Relyon shareholders
holding not less than 90% of its issued share capital. In the event of the
offer being accepted by Relyon shareholders holding not less than 90% of its
issued shares, Steinhoff UK Beds intends to invoke the provisions of

Sections 428 to 430F of the UK Companies Act 1985 (as amended) to

compulsorily acquire any Relyon shares which have not been assented to or
acquired pursuant to the offer. In these circumstances the listing of Relyon
would be terminated on the LSE and Relyon would be re-registered as a
private company.

   At the date hereof, Steinhoff UK Beds has received acceptances of, or
commitments to accept the offer, from Relyon shareholders holding 35,1% of
its issued shares.

   The offer represents a Category 4 transaction in relation to Steinhoff as
defined by the Listings Requirements of the JSE Securities Exchange South
Africa and as such, this announcement is published in South Africa for
information purposes given its strategic importance to Steinhoff.
  Wynberg, Sandton
  10 August 2001

Sponsor and Investment Bank to Steinhoff in South Africa
  Gensec Bank Limited
  (Registration number 1996/004744/06)

Financial adviser to Steinhoff and Steinhoff UK Beds in the United Kingdom
  Deloitte & Touche