DISCLOSURE OF INSIDE INFORMATION PURSUANT TO ART. 17 OF THE EU MARKET ABUSE REGULATION (EU 596/2014, MAR)

Steinhoff International Holdings N.V. – Fairness Opinion

Steinhoff International Holdings N.V. (the “Company” or “Steinhoff”) published the notice of annual general meeting of the Company (the “AGM Notice”) and the related shareholder circular (the “Shareholder Circular”) on 8 February 2023 for the AGM scheduled to take place on 22 March 2023. Shareholders are referred to the AGM Notice as well as the Shareholder Circular, both available on https://www.steinhoffinternational.com/shareholder-meeting.php.

Today, the management board of the Company (the “Management Board”) and the supervisory board of the Company (the “Supervisory Board”, and together with Management Board referred to as the “Boards”), received a fairness opinion, dated 17 February 2023 (the “Opinion”), from EY Strategy & Transactions (“EY SaT”), stating that the Transaction (as defined in the Opinion) is fair, from a financial point of view, to the Company’s shareholders. The Opinion is based upon and subject to the assumptions made, procedures followed, matters considered and limitations and qualifications on the review undertaken as more fully described in such Opinion.

The Opinion of EY SaT is provided for the information of the Boards in connection with its continued evaluation of the Transaction and does not constitute an advice or a recommendation to any holder of the Company’s securities, any creditor of the Company, or any other person as to how to vote or act with respect to any matter relating to the Transaction.

The full text of the Opinion is available on the Company’s website (https://www.steinhoffinternational.com/shareholder-meeting.php).

The Company has a primary listing on the Frankfurt Stock Exchange and a secondary listing on the JSE Limited.

17 February 2023

Contact:
Steinhoff International Holdings N.V.
Investor Relations
Phone: +27 21 808 0700
E-mail: investors@steinhoffinternational.com

1563185  17-Feb-2023 CET/CEST