Steinhoff - Proposed International Equity Offering

Steinhoff - Proposed International Equity Offering                              
Steinhoff International Holdings Ltd                                            
(Incorporated in the Republic of South Africa)                                  
(Registration number 1998/003951/06)                                            
JSE code: SHF          ISIN code: ZAE000016176                                  
("Steinhoff" or "the Company")                                                  
Proposed International Equity Offering                                          
Shareholders of Steinhoff are advised that Steinhoff intends to conduct a series
of meetings with international investors in the major international financial   
centres to explore the possibility of issuing new shares to such investors.     
Should market conditions and investor interest prove to be appropriate,         
Steinhoff intends to proceed with an International Offering of new ordinary     
shares (the "International Offering").                                          
The size of the International Offering could be up to 15% of the Company"s      
issued share capital. The International Offering is expected to be implemented  
by way of an issue of shares for cash in accordance with the terms of the       
general authority granted at the annual general meeting of the Company held on  
29 November 2002. Pricing is expected to take place in early November 2003. The 
new ordinary shares will be listed on the JSE Securities Exchange South Africa. 
The purpose of the International Offering is to facilitate the continued growth 
and development of the Company. It is expected that the proceeds of the         
International Offering will be used for further strategic acquisitions and      
investments, capital expenditure and general corporate purposes, including      
repayment of certain debt. Further, it is anticipated that the International    
Offering will serve to diversify Steinhoff"s shareholder base and improve the   
liquidity of Steinhoff"s shares. Steinhoff"s intention is to use the proceeds of
the International Offering only outside of South Africa. Accordingly, the       
International Offering will be targeted at only institutional investors outside 
of South Africa.                                                                
In terms of the International Offering, subscriptions will only be accepted for 
amounts of R100,000 or more from single addressees acting as principals.        
Accordingly, in terms of section 144(b) of the South African Companies Act 61 of
1973, the International Offering will not constitute an offer of securities for 
sale to the public.                                                             
Steinhoff intends to announce further details of the International Offering     
after all required regulatory approvals have been obtained and all relevant     
procedural requirements have been complied with.                                
Citigroup has been appointed as Global Coordinator and Sole Bookrunner of the   
International Offering by Steinhoff. Deutsche Bank will act as Co-Lead Manager  
to the International Offering.                                                  
This announcement is not for publication, release or distribution in or into the
United States, Canada, Australia or Japan.                                      
This announcement is not an offer for sale of securities in the United States,  
Canada, Australia or Japan, nor shall it constitute an offer to sell, or the    
solicitation of an offer to buy, and there shall not be any sale of these       
securities in any jurisdiction in which such offer, solicitation or sale would  
be unlawful prior to registration or qualification under the securities laws of 
any such jurisdiction. Securities may not be offered or sold in the United      
States absent registration or an exemption from registration under the U.S.     
Securities Act of 1933, as amended.                                             
This announcement is only for circulation to persons to whom it may lawfully be 
issued in circumstances in which section 21(1) of the Financial Services and    
Markets Act 2000 of the United Kingdom does not apply to the Company.           
This announcement does not in any manner constitute an offer to subscribe for or
otherwise acquire securities in the Company.                                    
Stabilisation/FSA.                                                              
Wynberg, Sandton                                                                
3 October 2003                                                                  
Global Coordinator,                                                             
Sole Bookrunner                                                                 
and Transactional Sponsor                                                       
Citigroup                                                                       
Co-Lead Manager                                                                 
Deutsche Bank                                                                   
Legal Advisor                                                                   
Hofmeyr Herbstein & Gihwala Inc                                                 
Reporting Accountants                                                           
and Auditors                                                                    
Deloitte & Touche                                                               
Date: 03/10/2003 12:30:04 PM Supplied by www.sharenet.co.za                     
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