-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I4vRAbdycCTYbesLx/+gQj9IAyqIvSGV4aX5F+E6deZYC2KpLpGFsppodJpomLUd Ma5SaTY1HsnAPO9Cm5tgeQ== 0000899140-97-000490.txt : 19970718 0000899140-97-000490.hdr.sgml : 19970718 ACCESSION NUMBER: 0000899140-97-000490 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 4 FILED AS OF DATE: 19970623 DATE AS OF CHANGE: 19970717 SROS: NASD GROUP MEMBERS: GEORGE SOROS GROUP MEMBERS: SOROS FUND MANAGEMENT LLC GROUP MEMBERS: STANLEY F. DRUCKENMILLER SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HOMELAND HOLDING CORP CENTRAL INDEX KEY: 0000835582 STANDARD INDUSTRIAL CLASSIFICATION: 5411 IRS NUMBER: 731311075 STATE OF INCORPORATION: DE FISCAL YEAR END: 0101 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-49717 FILM NUMBER: 97628504 BUSINESS ADDRESS: STREET 1: 400 N E 36TH ST CITY: OKLAHOMA CITY STATE: OK ZIP: 73105 BUSINESS PHONE: 4055575500 MAIL ADDRESS: STREET 1: 400 N E 36TH CITY: OKLAHOMA CITY STATE: OK ZIP: 73125 FORMER COMPANY: FORMER CONFORMED NAME: SWO HOLDING CORP DATE OF NAME CHANGE: 19901017 FORMER COMPANY: FORMER CONFORMED NAME: SWO ACQUISTION CORP DATE OF NAME CHANGE: 19890716 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SOROS FUND MANAGEMENT LLC CENTRAL INDEX KEY: 0001029160 STANDARD INDUSTRIAL CLASSIFICATION: IRS NUMBER: 133914976 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE 33RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10106 BUSINESS PHONE: 2128721054 MAIL ADDRESS: STREET 1: C/O AKIN, GUMP, STRAUSS,HAUER,FELD, STREET 2: 399 PARK AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 SC 13D 1 SCHEDULE 13D 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 HOMELAND HOLDING CORPORATION (Name of Issuer) Common Stock, $0.01 Par Value (Title of Class of Securities) 43739T104 (CUSIP Number) Christopher E. Manno, Esq. Willkie Farr & Gallagher 153 East 53rd Street New York, New York 10022 (212) 821-8000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 11, 1997 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box |_|. Note: Six copies of this statement, including all exhibits, should be filed with the Commission. See Rule 13d-1(a) for other parties to whom copies are to be sent. Page 1 of 15 Pages Exhibit Index: Page 12 2 SCHEDULE 13D CUSIP No. 43739T104 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Soros Fund Management LLC 2 Check the Appropriate Box If a Member of a Group a. |_| b. |x| 3 SEC Use Only 4 Source of Funds AF 5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |_| 6 Citizenship or Place of Organization Delaware 7 Sole Voting Power Number of 476,043(1) Shares Beneficially 8 Shared Voting Power Owned By 0 Each Reporting 9 Sole Dispositive Power Person 476,043(1) With 10 Shared Dispositive Power 0 11 Aggregate Amount Beneficially Owned by Each Reporting Person 476,043(1) 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares |_| 13 Percent of Class Represented By Amount in Row (11) 10.01% 14 Type of Reporting Person OO, IA - - --------------- (1) See Item 5 herein. 3 SCHEDULE 13D CUSIP No. 43739T104 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person George Soros (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group a. |_| b. |x| 3 SEC Use Only 4 Source of Funds AF 5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |_| 6 Citizenship or Place of Organization United States 7 Sole Voting Power Number of 0 Shares Beneficially 8 Shared Voting Power Owned By 476,043(1) Each Reporting 9 Sole Dispositive Power Person 0 With 10 Shared Dispositive Power 476,043(1) 11 Aggregate Amount Beneficially Owned by Each Reporting Person 476,043(1) 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares |_| 13 Percent of Class Represented By Amount in Row (11) 10.01% 14 Type of Reporting Person IA - - ---------------- (1) See Item 5 herein. 4 SCHEDULE 13D CUSIP No. 43739T104 1 Name of Reporting Person S.S. or I.R.S. Identification No. of Above Person Stanley F. Druckenmiller (in the capacity described herein) 2 Check the Appropriate Box If a Member of a Group a. |_| b. |x| 3 SEC Use Only 4 Source of Funds AF 5 Check Box If Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) |_| 6 Citizenship or Place of Organization United States 7 Sole Voting Power Number of 0 Shares Beneficially 8 Shared Voting Power Owned By 476,043(1) Each Reporting 9 Sole Dispositive Power Person 0 With 10 Shared Dispositive Power 476,043(1) 11 Aggregate Amount Beneficially Owned by Each Reporting Person 476,043(1) 12 Check Box If the Aggregate Amount in Row (11) Excludes Certain Shares |_| 13 Percent of Class Represented By Amount in Row (11) 10.01% 14 Type of Reporting Person IA - - ----------------- (1) See Item 5 herein. 5 Item 1. Security and Issuer This statement on Schedule 13D (the "Statement") relates to shares of Common Stock, $0.01 par value per share (the "Common Stock"), of Homeland Holding Corporation, a Delaware corporation (the "Issuer"). The principal executive offices of the Issuer are located at 2601 Northwest Expressway, Oil Center-East, Suite 1100, Oklahoma City, Oklahoma 73112. This Statement is being filed by the Reporting Persons (as defined herein) to report transactions in the Common Stock as a result of which each of the Reporting Persons may be deemed to be the beneficial owners of in excess of 5% of the total number of outstanding Common Stock. Item 2. Identity and Background. This Statement is being filed on behalf of Soros Fund Management LLC ("SFM LLC"), a Delaware limited liability company, Mr. George Soros ("Mr. Soros") and Mr. Stanley F. Druckenmiller ("Mr. Druckenmiller," and together with SFM LLC and Mr. Soros, the "Reporting Persons"). This Statement relates to shares of Common Stock held for the accounts of Quantum Partners and Quasar Partners (as defined herein). SFM LLC has its principal office at 888 Seventh Avenue, 33rd Floor, New York, New York 10106. Its principal business is to serve, pursuant to contract, as the principal investment manager to several foreign investment companies (the "SFM Clients"), including (i) Quantum Fund N.V., a Netherlands Antilles company ("Quantum Fund"), and its principal operating subsidiary, Quantum Partners LDC, a Cayman Islands exempted limited duration company ("Quantum Partners") and (ii) Quasar International Partners C.V., a Netherlands Antilles limited partnership ("Quasar Partners"). Each of Quantum Fund, Quantum Partners and Quasar Partners has its principal office at Kaya Flamboyan 9, Willemstad, Curacao, Netherlands Antilles. SFM LLC's contracts with the SFM Clients generally provide that SFM LLC is responsible for designing and implementing the SFM Clients' overall investment strategies; for conducting direct portfolio management strategies to the extent that SFM LLC determines that it is appropriate to utilize its own portfolio management capabilities; for selecting, evaluating and monitoring other investment advisors who manage separate portfolios on behalf of the SFM Clients; and for allocating and reallocating the SFM Clients' assets among the outside managers and itself. The business of SFM LLC is managed through a Management Committee (the "Management Committee") comprised of Mr. Soros, Mr. Druckenmiller and Mr. Gary Gladstein. Mr. Soros, as Chairman of SFM LLC, has the ability to direct the investment decisions of SFM LLC and as such may be deemed to have investment discretion over the securities held for the accounts of the SFM Clients. Mr. Druckenmiller, as Lead Portfolio Manager of SFM LLC, has the ability to direct the investment decisions of SFM LLC and as such may be deemed to have investment discretion over the securities held for the accounts of the SFM Clients. Set forth in Annex A hereto and incorporated by reference in response to this Item 2 and elsewhere in this Statement as applicable is a list of the Managing Directors of SFM LLC. The principal occupation of Mr. Soros, a United States citizen, is his direction of the activities of SFM LLC, which is carried out in his capacity as Chairman of SFM LLC at SFM LLC's principal office. The principal occupation of Mr. Druckenmiller, a United States citizen, is his position as Lead Portfolio Manager and a Member of the Management Committee of SFM LLC, which is carried out at SFM LLC's principal office. Pursuant to regulations promulgated under Section 13(d) of the Securities Exchange Act of 1934, as amended (the "Act"), SFM LLC, Mr. Soros, in his capacity as Chairman of SFM LLC, and Mr. Druckenmiller, in his capacity as Lead Portfolio Manager of SFM LLC, each may be deemed a beneficial owner of shares of Common Stock held for the account of Quantum Partners and Quasar Partners as a result of the contractual authority of SFM LLC to exercise voting and dispositive power with respect to such Common Stock. 6 During the past five years, none of the Reporting Persons, Quantum Partners, Quasar Partners nor, to the best of the Reporting Persons' knowledge, any other person identified in response to this Item 2, has been (a) convicted in a criminal proceeding, or (b) a party to any civil proceeding as a result of which he has been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. On May 13, 1996, the Issuer filed a chapter 11 petition with the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"). Simultaneously with such filing, the Issuer submitted a "pre-arranged" plan of reorganization and a disclosure statement, which set forth the terms of the restructuring of the Issuer (the "Restructuring"). The Bankruptcy Court confirmed the Issuer's First Amended Joint Plan of Reorganization, as modified (the "Plan of Reorganization") on July 19, 1996, and the Plan of Reorganization became effective on August 2, 1996 (the "Effective Date"). Pursuant to the Restructuring, the Issuer's Series D Senior Secured Floating Rate Notes due February 28, 1997 and its 12.25% Senior Subordinated Notes due March 1, 1999 (together, the "Old Notes") were canceled, and the noteholders received, in addition to cash and new notes, a right to receive, from time to time after the Effective Date, equity of the Issuer. On October 8, 1996, the Issuer registered the Common Stock under Section 12(g) of the Securities Exchange Act of 1934. Quantum Partners expended approximately $8,287,548 of its working capital to purchase $14,537,000 aggregate principal amount of Old Notes which under the Plan of Reorganization have to date resulted in Quantum Partners' receipt of 177,340 shares of Common Stock. In addition, Quantum Partners expended approximately $2,000,969 of its working capital to purchase a total of 285,068 shares of Common Stock in routine brokerage transactions on May 22, 1997 and June 11, 1997, as disclosed in Annex B hereto. Quasar Partners expended approximately $497,000 of its working capital to purchase $1,000,000 aggregate principal amount of Old Notes which under the Plan of Reorganization have to date resulted in Quasar Partners' receipt of 8,235 shares of Common Stock. In addition, Quasar Partners expended approximately $35,899 of its working capital to purchase 5,400 shares of Common Stock in routine brokerage transactions on May 22, 1997, as disclosed in Annex B hereto. The Common Stock held for the accounts of the SFM Clients, including Quantum Partners and Quaser Partners, may be held through margin accounts maintained with brokers, which extend margin credit as and when required to open or carry positions in their margin accounts, subject to applicable federal margin regulations, stock exchange rules and such firm's credit policies. The Common Stock which may be held in the margin accounts, including shares of Common Stock, are pledged as collateral security for the repayment of debit balances in the respective accounts. Item 4. Purpose of Transaction. All of the shares of Common Stock reported herein as having been acquired for or disposed of from the accounts of Quantum Partners and Quasar Partners were acquired or disposed of for investment purposes. None of Quantum Partners, Quasar Partners, the Reporting Persons nor, to the best of their knowledge, any of the other persons identified in response to Item 2, has any plans or proposals that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D. The Reporting Persons reserve the right to acquire, or cause to be acquired, additional securities of the Issuer, to dispose, or cause to be disposed, of such securities at any time or to formulate other purposes, plans or proposals regarding the Issuer or any of its securities, to the extent deemed advisable in light of general investment and 7 trading policies of the Reporting Persons, Quantum Partners, Quasar Partners and/or other SFM Clients, market conditions or other factors. Item 5. Interest in Securities of the Issuer. (a) Each of the Reporting Persons may be deemed the beneficial owner of 476,043 shares of Common Stock (approximately 10.01% of the total number of shares of Common Stock outstanding). This number consists of (i) 462,408 shares of Common Stock held for the account of Quantum Partners and (ii) 13,635 shares of Common Stock held for the account of Quasar Partners. Pursuant to the Plan of Reorganization, the Reporting Persons shall receive a ratable share of a distribution of an as yet undetermined number of shares of Common Stock on certain specified future dates commencing June 30, 1997 (as described in Item 4 of the Issuer's Amendment No. 1 to Form 10, filed with the Securities and Exchange Commission (the "Commission") on November 20, 1996). The shares of Common Stock shall be distributed from a certain disputed claims reserve established by the Issuer under the Plan of Reorganization in an amount contingent upon the number of claims (defined as "Disallowed Claims" therein) disapproved since the Effective Date. The Reporting Persons were granted registration rights for the shares of Common Stock obtained under to the Plan of Reorganization (the "Registrable Shares") pursuant to a certain Noteholder Registration Rights Agreement (the "Registration Rights Agreement"). Upon the second anniversary of the Effective Date, the Remaining Noteholders (as defined therein), including Quantum Partners and Quasar Partners, holding a minimum of 470,000 Registrable Shares (the "Registration Trigger Amount") may request registration, under the Securities Act of 1933, as amended, for all their Registrable Shares or a portion thereof that at such time constitutes in the aggregate not less than the Registration Trigger Amount and/or not less than $6,000,000 aggregate principal amount. The Registration Rights Agreement appears as Exhibit 4d to Issuer's Annual Report on Form 10-K for the fiscal year ended December 28, 1996, as filed with the Commission on March 28, 1997. (b) (i) Pursuant to the terms of the contract between Quantum Fund and SFM LLC, and as a result of the positions held by Mr. Soros and Mr. Druckenmiller with SFM LLC, SFM LLC may be deemed to have sole power, and each of Mr. Soros and Mr. Druckenmiller may be deemed to have shared power, to direct the voting and disposition of the 462,408 shares of Common Stock held for the account of Quantum Partners. (ii) Pursuant to the terms of the contract between Quasar Partners and SFM LLC, and as a result of the positions held by Mr. Soros and Mr. Druckenmiller with SFM LLC, SFM LLC may be deemed to have sole power, and each of Mr. Soros and Mr. Druckenmiller may be deemed to have shared power, to direct the voting and disposition of the 13,635 shares of Common Stock held for the account of Quasar Partners. (c) Except for the transactions listed in Annex B hereto, there have been no transactions effected with respect to the shares of Common Stock since April 24, 1997 (sixty days prior to the date of this filing) by any of the Reporting Persons, Quantum Partners or Quasar Partners. All of the sale transactions listed in Annex B were executed in routine brokerage transactions on the NASDAQ National Market System. The purchase transactions were either executed in routine brokerage transactions on the NASDAQ National Market System or effected pursuant to the Restructuring, all as more fully set out in response to Item 2. (d) (i) The shareholders of Quantum Partners, including Quantum Fund, have the right to participate in the receipt of dividends from, or proceeds from the sale of, securities (including shares of Common Stock) held for the account of Quantum Partners in accordance with their ownership interests in Quantum Partners. (ii) The partners of Quasar Partners, including Quasar International Fund N.V., a Netherlands Antilles corporation, have the right to participate in the receipt of dividends from, or proceeds from the sale of, securities (including shares of Common Stock) held for the account of Quasar Partners in accordance with their partnership interests in Quasar Partners. (e) Not applicable. 8 Item 6. Contracts, Arrangements, Understandings in Relationship with Respect to Securities of the Issuer. From time to time to the extent permitted by applicable laws, each of the Reporting Persons, Quantum Partners, Quasar Partners and/or other SFM Clients may lend shares of Common Stock to brokers, banks or other financial institutions. These loans typically obligate the borrower to return the securities, or an equal amount of securities of the same class, to the lender and typically provide that the borrower is entitled to exercise voting rights and to retain dividends during the term of the loan. From time to time to the extent permitted by applicable laws, each of the Reporting Persons, Quantum Partners, Quasar Partners and/or other SFM Clients may borrow shares of Common Stock for the purpose of effecting, and may effect, short sale transactions, and may purchase Common Stock for the purpose of closing out short positions in Common Stock. Except as disclosed above, the Reporting Persons do not have any contracts, arrangements, understandings or relationships with respect to any securities of the Issuer. Item 7. Material to be Filed as Exhibits. A. Power of Attorney dated as of January 1, 1997 granted by Mr. Soros in favor of Mr. Sean C. Warren and Mr. Michael C. Neus. B. Power of Attorney dated as of January 1, 1997 granted by Mr. Druckenmiller in favor of Mr. Sean C. Warren and Mr. Michael C. Neus. C. Joint Filing Agreement dated June 23, 1997 by and among SFM LLC, Mr. Soros and Mr. Druckenmiller. 9 SIGNATURES After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. Date: June 23, 1997 SOROS FUND MANAGEMENT LLC By: /s/ Michael C. Neus Michael C. Neus Assistant General Counsel GEORGE SOROS By: /s/ Michael C. Neus Michael C. Neus Attorney-in-Fact STANLEY F. DRUCKENMILLER By: /s/ Michael C. Neus Michael C. Neus Attorney-in-Fact 10 ANNEX A The following is a list of all of the persons (other than Stanley Druckenmiller) who serve as Managing Directors of SFM LLC: Scott K. H. Bessent Walter Burlock Brian J. Corvese Jeffrey L. Feinberg Arminio Fraga Gary Gladstein Ron Hiram Robert K. Jermain David N. Kowitz Alexander C. McAree Paul McNulty Gabriel S. Nechamkin Steven Okin Dale Precoda Lief D. Rosenblatt Mark D. Sonnino Filiberto H. Verticelli Sean C. Warren Each of the above-listed persons is a United States citizen whose principal occupation is serving as Managing Director of SFM LLC, and each has a business address c/o Soros Fund Management LLC, 888 Seventh Avenue, 33rd Floor, New York, New York 10106. To the best of the Reporting Persons' knowledge: (a) none of the above persons holds any shares of Common Stock; and (b) none of the above persons has any contracts, arrangements, understandings or relationships with respect to any securities of the Issuer. 11 ANNEX B Recent Transactions in the Common Stock of Homeland Holding Corporation
Date of Transaction Nature of Transaction For the Account of Number of Shares Price Per Share QUANTUM PARTNERS 5/22/97 Purchase 21,791 $6.65 LDC(1) 6/11/97 Purchase 263,277 $7.05 QUASAR 5/22/97 Purchase 5,400 $6.65 INTERNATIONAL PARTNERS C.V.(1) - - --------------- 1 Transactions effected at the direction of SFM LLC.
12 EXHIBIT INDEX A. Power of Attorney dated as of January 1, 1997 granted by Mr. George Soros in favor of Mr. Sean C. Warren and Mr. Michael C. Neus 13 B. Power of Attorney dated as of January 1, 1997 granted by Mr. Stanley F. Druckenmiller in favor of Mr. Sean C. Warren and Mr. Michael C. Neus 14 C. Joint Filing Agreement dated June 23, 1997 by and among Soros Fund Management LLC, Mr. George Soros and Mr. Stanley F. Druckenmiller 15 EX-24.1 2 POWER OF ATTORNEY 13 EXHIBIT A POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that I, GEORGE SOROS, hereby make, constitute and appoint each of SEAN C. WARREN and MICHAEL C. NEUS, acting individually, as my agent and attorney in fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Chairman of, member of or in other capacities with Soros Fund Management LLC, all documents, certificates, instruments, statements, filings and agreements ("documents") to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities or other investments, and any other documents relating or ancillary thereto, including but not limited to, all documents relating to filings with the United States Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the "Act") and the rules and regulations promulgated thereunder, including: (1) all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act including, without limitation: (a) any acquisition statements on Schedule 13D or Schedule 13G and any amendments thereto, (b) any joint filing agreements pursuant to Rule 13d-1(f) and (c) any initial statements of, or statements of changes in, beneficial ownership of securities on Form 3, Form 4 or Form 5 and (2) any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act. All past acts of the attorney-in-fact in furtherance of the foregoing are hereby ratified and confirmed. This power of attorney shall be valid from the date hereof until revoked by me. IN WITNESS WHEREOF, I have executed this instrument as of the 1st day of January, 1997. /s/ George Soros GEORGE SOROS EX-24.2 3 POWER OF ATTORNEY 14 EXHIBIT B POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that I, STANLEY F. DRUCKENMILLER, hereby make, constitute and appoint each of SEAN C. WARREN and MICHAEL C. NEUS, acting individually, as my agent and attorney in fact for the purpose of executing in my name, (a) in my personal capacity or (b) in my capacity as Lead Portfolio Manager of, member of or in other capacities with Soros Fund Management LLC, all documents, certificates, instruments, statements, filings and agreements ("documents") to be filed with or delivered to any foreign or domestic governmental or regulatory body or required or requested by any other person or entity pursuant to any legal or regulatory requirement relating to the acquisition, ownership, management or disposition of securities or other investments, and any other documents relating or ancillary thereto, including but not limited to, all documents relating to filings with the United States Securities and Exchange Commission (the "SEC") pursuant to the Securities Act of 1933 or the Securities Exchange Act of 1934 (the "Act") and the rules and regulations promulgated thereunder, including: (1) all documents relating to the beneficial ownership of securities required to be filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act including, without limitation: (a) any acquisition statements on Schedule 13D or Schedule 13G and any amendments thereto, (b) any joint filing agreements pursuant to Rule 13d-1(f) and (c) any initial statements of, or statements of changes in, beneficial ownership of securities on Form 3, Form 4 or Form 5 and (2) any information statements on Form 13F required to be filed with the SEC pursuant to Section 13(f) of the Act. All past acts of the attorney-in-fact in furtherance of the foregoing are hereby ratified and confirmed. This power of attorney shall be valid from the date hereof until revoked by me. IN WITNESS WHEREOF, I have executed this instrument as of the 1st day of January, 1997. /s/ Stanley F. Druckenmiller STANLEY F. DRUCKENMILLER EX-99 4 JOINT FILING AGREEMENT EXHIBIT C JOINT FILING AGREEMENT The undersigned hereby agree that the statement on Schedule 13D with respect to the Common Stock of Homeland Holding Corporation dated June 23, 1997 is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(f) under the Securities Exchange Act of 1934. Dated as of: June 23, 1997 SOROS FUND MANAGEMENT LLC By: /s/ Michael C. Neus Michael C. Neus Assistant General Counsel GEORGE SOROS By: /s/ Michael C. Neus Michael C. Neus Attorney-in-Fact STANLEY F. DRUCKENMILLER By: /s/ Michael C. Neus Michael C. Neus Attorney-in-Fact -----END PRIVACY-ENHANCED MESSAGE-----