Steinhoff Lock Up Agreement

www.wsj.com/articles/steinhoff-extends-lockup-agreement-with-creditors-until-february-1542649387 DURBAN – Steinhoff`s international real estate portfolio, Hemisphere International Properties, announced yesterday that 100% of the value of third-party creditors of Hémisphere Lock-up Agreement`s (LUA) €750 million (R10.50 billion) revolving credit facility has been concluded. In June, the company announced that it had obtained permission to extend the deadline for an agreement with its creditors until July 20. Under the terms of the proposed agreement, the entity`s external debt will be adjusted to the benchmark plus accrued interest and agreed costs. The external debt of Steinhoff Europe and Stripes is divided into two tranches of the first, each tranche being divided into first and second instance rights. Intercompany loans to Steinhoff Europe are resold as sovereign debt. The lockup agreement is addressed to Steinhoff`s debt holders through Steinhoff Europe AG, Steinhoff Finance Holding GmbH and Stripes US Holding Inc. Investors were asked to respond pending an 8 P.m. British Summer Time (7 P.m GMT) on July 16. A response up to that date allows them to qualify for lockup early booking fees between 0.5% and 0.85% of their blocked debt. This is a lockout tax of 0.5% of Steinhoff Europe and Stripes` debt blocked and 0.15% of the blocked financial debt. South African distribution group Steinhoff International Holdings NV launched an approval procedure for a lock-in agreement as part of its restructuring process on 11 July. The proposed lock-in agreement only takes effect if: if the holders of more than 85% of Steinhoff Europe`s external financial debt, the holders of more than 75% of Stripes` external debt and investors of more than 75% of the convertible bonds maturing in 2021, 2022 and 2023 have given their consent and if the directors of Finance Holding and Steinhoff Europe have established a “positive forecast for the continuation”. As part of the lock-in agreement, Steinhoff wants to extend payments to lenders and bondholders by three years.

Lucid Issuer Services has been designated as the calculation agent in the Lockup agreement. Finance Holding`s overseas and intercompany debts will have a senior ranking, while their intercompany loans will be restructured as secondary debt.. . .