PRACTICAL GUIDE TO CREDITOR ACCESSION LETTERS
All the terms used below are as defined in the public announcement issued by Steinhoff International Holdings N.V. on 7 June 2018, attached for ease of reference (the “Announcement”).
As noted in the Announcement, letters of support for Steinhoff Europe AG (“SEAG”) and Steinhoff Finance Holding GmbH (“Holding”) came into effect on 7 June 2018. Brief details of the terms of the letters of support are included in the Announcement.
If creditors would like to become a party to the letters of support they can do this by signing an Accession Letter. Pro forma versions of the accession letters are attached below and in the case of the SEAG Accession Letter, which is more complex owing to the number of different debt instruments, there is a completed illustrative example showing how to complete the SEAG Accession Letter.
1. SEAG Accession Letter
This is to be completed if you hold debt instruments issued by SEAG. The key things to include are specified in the Accession Letter. You will need to identify: (i) the Financial instrument and the facilities that you hold, (ii) the principal amount that you hold (in EUR), and (iii) multiply 3.007% by your nominal principal amount to arrive at the Maximum Subordinated Claim figure.
Please note that creditors must provide a completed and signed accession letter to the Company by no later than 5pm (London Time) on Friday 15 June 2018 in order to qualify for the Consent Fee in respect of these Financial instruments.
If you are a SEAG creditor and have any queries or require assistance in completing the SEAG Accession Letter, please contact:
- (public side creditors, i.e. anyone who has not signed a Non-Disclosure Agreement) Niccolò Mosci (Mosci@pjtpartners.com) of PJT Partners and Ed Richardson (Edward.Richardson@lw.com) of Latham & Watkins LLP; or
- (private side creditors, i.e. anyone who has already signed a Non-Disclosure Agreement) Matt Pearce (Matt.Pearce@fticonsulting.com) of FTI Consulting and Jasmine Norris (firstname.lastname@example.org), Philip Wells (email@example.com) and Andrew Wells (Andrew.Wells@AllenOvery.com) of Allen & Overy LLP.
Once you have duly completed and signed the SEAG Accession Letter please send a copy of this to the relevant adviser with whom you have consulted above and then copy it to: Carol Cheng (firstname.lastname@example.org), Saul Hoyland (email@example.com), Rebecca Jarvis (rebecca.jarvis@Linklaters.com) and Francesca Lambourne (firstname.lastname@example.org) of Linklaters LLP and Michael Egan (email@example.com) of Steinhoff.
2. Holding Accession Letter
This is to be completed if you hold debt instruments issued by Holding. The key things to include are specified in the Accession Letter. You will need to identify: (i) the Financial instrument, and (ii) the principal amount that you hold (in EUR),
Please note that the key time which remains applicable to qualify for the Consent Fee in respect of these Financial instruments is 5pm (London Time) on Monday 11 June 2018.
If you are a Holding creditor and have any queries or require assistance in completing the Holding Accession Letter, please contact: Sean Lacey (firstname.lastname@example.org), Ben Ward (email@example.com) and Jack Davies (firstname.lastname@example.org) at Kirkland & Ellis International LLP and Julian Kayser (JKayser@HL.com) and Michael Schober (MSchober@HL.com) of Houlihan Lokey EMEA, LLP.
Once you have duly completed and signed the Holding Accession Letter, please send a copy of this to Sean Lacey (email@example.com), Ben Ward (firstname.lastname@example.org) and Jack Davies (email@example.com) at Kirkland & Ellis International LLP as soon as possible preferably prior to 9am (Vienna Time) on Monday 11 June 2018 and to qualify for the second tranche of the consent fee in any event by no later than the consent fee deadline specified above. Kirkland & Ellis International LLP will provide copies to Holding.
Linklaters LLP will arrange for SEAG or Holding to countersign as appropriate, and will return a copy of your fully signed accession letter to your relevant adviser.
The Steinhoff Group will also keep a record of the SEAG creditors and Holding creditors who have returned a signed copy of the SEAG Accession Letter or Holding Accession Letter (as applicable) and their likely maximum subordinated amount based on the consent levels as creditors accede to the support letters.