Steinhoff / Shoprite - Renewal of joint cautionary announcement Steinhoff International Holdings N.V. Shoprite Holdings Limited (Incorporated in the Republic of South Africa) (Incorporated in the Netherlands) (Registration number: 1936/007721/06) (Registration number: 63570173) JSE Share Code: SHP Share Code: SNH NSX Share Code: SRH ISIN: NL0011375019 ISIN: ZAE000166997 ("Steinhoff") ("Shoprite") RENEWAL OF JOINT CAUTIONARY ANNOUNCEMENT Further to the joint detailed cautionary announcement released on the Stock Exchange News Service on 14 December 2016, shareholders of Steinhoff and Shoprite (together, “the Companies”) are advised that the Companies remain engaged in exclusive on-going negotiations regarding the potential sale of Steinhoff’s Africa retail assets to Shoprite as set out in the aforementioned cautionary announcement (“the Proposed Transaction”). The Proposed Transaction, if successfully concluded, may have a material effect on the prices of the Companies’ securities. Accordingly, shareholders of Steinhoff and Shoprite are advised to continue to exercise caution when dealing in their Steinhoff and Shoprite securities, respectively, until a further announcement is made. Stellenbosch and Cape Town 31 January 2017 Financial Adviser and Transaction Sponsor to Steinhoff Rand Merchant Bank (A division of FirstRand Bank Limited) Sponsor to Steinhoff PSG Capital (Pty) Ltd Financial Adviser and Transaction Sponsor to Shoprite Investec Bank Limited Sponsor to Shoprite Nedbank Corporate and Investment Banking Legal Advisers to Steinhoff Cliffe Dekker Hofmeyr Incorporated Girard Hayward Incorporated Linklaters LLP Legal Advisers to Shoprite Werksmans Attorneys Date: 31/01/2017 08:59:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct, indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on, information disseminated through SENS.