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STEINHOFF INTERNATIONAL HOLDINGS N.V. - No intention to make an offer for Home Retail Group plc

Release Date: 18/03/2016 17:21
Code(s): SNH
Wrap Text
No intention to make an offer for Home Retail Group plc

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 IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

                                Steinhoff International Holdings NV
                                  (“Steinhoff” or the “Company”)

This is an announcement falling under Rule 2.8 of the UK City Code on Takeovers and Mergers (the
“Code”).

                No intention to make an offer for Home Retail Group plc ("HRG")

On 19 February 2016, Steinhoff confirmed that it had approached the Board of
HRG regarding a possible cash offer for the entire issued share capital of HRG.

Steinhoff now confirms that it does not intend to make an offer for HRG.

This announcement is made in accordance with Rule 2.8 of the Code. As a result of this announcement,
Steinhoff will, except with the consent of the UK Panel on Takeovers and Mergers, be bound by the
restrictions contained in Rule 2.8 of the Code.

Steinhoff confirms that it will not announce an offer for HRG in competition with an announcement of a
firm intention to make an offer for HRG by J Sainsbury Plc (“Sainsbury’s”) during the current offer
period. Therefore, for the purposes of Note 2 on Rule 2.8 of the Code and in the event that Sainsbury’s
announces a firm intention to make an offer for HRG during the current offer period, this announcement
will be treated as having been made after the Sainsbury’s firm offer announcement.

The UK Panel on Takeovers and Mergers has agreed that, notwithstanding the provisions of Panel
Statement 2016/4, Steinhoff is no longer to be treated by it as a potential competing offeror for HRG for
the purposes of the Code and no further clarification announcement by Steinhoff will be required.
Enquiries:

 Steinhoff International Holdings NV                                      Tel: +27 (0)21 808 0711

 Mariza Nel

 Barclays (financial adviser to Steinhoff)                                Tel: +44 (0)20 7623 2323

 Mark Todd
 Swapnil Sinha

 Bertie Whitehead (Corporate Broking)

 HSBC (financial adviser to Steinhoff)                                    Tel: +44 (0)20 7991 8888

 Philip Noblet

 Oliver Smith

 Mark Dickenson (Corporate Broking)

 Investec Bank plc (financial adviser to Steinhoff)                       Tel: +44 (0)20 7597 4000

 Andrew Pinder

 Symmie Swil

 Sara Hale (Corporate Broking)

Barclays Bank plc, which is authorised by the Prudential Regulation Authority and regulated in the
United Kingdom by the FCA and the Prudential Regulation Authority, is acting as financial adviser to
Steinhoff and for no one else in connection with contents of this announcement and will not be
responsible to anyone other than Steinhoff for providing the protections afforded to its clients or for
providing advice in relation to the contents of this announcement or any other matters referred to in
this announcement.

HSBC Bank plc, which is authorised by the Prudential Regulation Authority and regulated in the
United Kingdom by the FCA and the Prudential Regulation Authority, is acting as financial adviser to
Steinhoff and for no one else in connection with contents of this announcement and will not be
responsible to anyone other than Steinhoff for providing the protections afforded to its clients or for
providing advice in relation to the contents of this announcement or any other matters referred to in
this announcement.

Investec Bank plc, which is authorised by the Prudential Regulation Authority and regulated by the FCA
and the Prudential Regulation Authority in the United Kingdom, is acting for Steinhoff and no one else
in connection with the contents of this announcement and will not be responsible to anyone other than
Steinhoff for providing the protections afforded to clients of Investec or for providing advice in relation
to the contents of this announcement or any other matters referred to in this announcement.

18 March 2016

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