X5's rights in Russian subsidiary suspended

X5 Retail Group N.V.

25 April 2024

 

X5 RETAIL GROUP N.V. ANNOUNCES SUSPENSION OF CORPORATE RIGHTS IN ITS RUSSIAN SUBSIDIARY FOLLOWING COURT DECISION

Amsterdam, 25 April 2024 - X5 Retail Group N.V. ("X5" or the "Company", LSE and MOEX ticker: FIVE), which operates the Pyaterochka, Perekrestok and Chizhik retail chains, announces that the Arbitration Court of the Moscow Region (the "Court") has satisfied the claim of the Ministry of Industry and Trade of the Russian Federation to suspend the Company's corporate rights in its Russian subsidiary, X5 Corporate Centre LLC (the "Subsidiary").

The claim was brought under the Russian Federal Law No. 470-FZ of 4 August 2023 (the "Law").

While the Court has satisfied the claim in full, it has not yet issued the full text of the decision. As a result, the Company is not aware of its specific content and the date of issue, which serves as the starting point for the procedures of the Law. Nevertheless, it is already understood that the Court decision suspends the Company's shareholder rights in the Subsidiary and transfers the Company's shares in the Subsidiary to the Subsidiary itself.

The decision also means that Russian holders and ultimate owners of the Company's depositary receipts (DRs) on the date of issue of the full text of the Court decision will be required to accept a distribution of shares in the Subsidiary proportionate to their shareholding in the Company, while the Company's non-Russian holders and beneficiaries on the date of issue of the full text of the Court decision are granted an option to do so.

The Company is closely examining the consequences and legal options following the Court decision and will issue an update as soon as the full text of the Court decision text is issued. In doing so, the Company remains committed to acting in the best interests of X5 shareholders and other stakeholders. 

The Court decision has no impact on retail operations in Russia. 

Note to Editors:  

X5 Retail Group N.V. (LSE and MOEX: FIVE; Expert RA - ruAAA; ACRA - AAA(RU)) is a leading Russian food retailer. The Company operates proximity stores under the Pyaterochka brand, Perekrestok supermarkets and Chizhik hard discounters. X5 provides an omnichannel experience to its customers, integrating retail stores and e-commerce through its businesses Vprok.ru, 5Post, express delivery and Mnogo Lososya.

As of 31 March 2024, X5 had 24,884 Company-operated stores. It has the leading market position in both Moscow and St Petersburg and a significant presence in the European part of Russia, as well as a growing presence in the Russian Far East. Its store base includes 21,593 Pyaterochka proximity stores, 978 Perekrestok supermarkets, 1,616 Chizhik hard discounters and 612 Krasny Yar and Slata stores. The Company operates 61 DCs and 5,504 Company-owned trucks across the Russian Federation.

X5 is one of the largest employers in Russia. The Company employs over 378 thousand people.

For the full year 2023, revenue totalled RUB 3,145,859 million (USD 36,903 million*), EBITDA pre-IFRS 16 reached RUB 214,764 million (USD 2,519 million*), and net profit pre-IFRS 16 for the period amounted to RUB 90,284 million (USD 1,059 million*). In Q1 2024, revenue totalled RUB 886,220 million (USD 9,766 million**), EBITDA pre-IFRS 16 reached RUB 55,266 million (USD 609 million**), and net profit pre-IFRS 16 amounted to RUB 24,015 million (USD 265 million**).

Forward-looking statements  

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the fact that they do not only relate to historical or current events. Forward-looking statements often use words such as "anticipate", "target", "expect", "estimate", "intend", "expected", "plan", "goal", "believe", or other words of similar meaning.

By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances, a number of which are beyond X5 Group N.V.'s control. As a result, actual future results may differ materially from the plans, goals and expectations set out in these forward-looking statements.

Any forward-looking statements made by or on behalf of X5 Group N.V. speak only as of the date of this announcement. Save as required by any applicable laws or regulations, X5 Group N.V. undertakes no obligation publicly to release the results of any revisions to any forward-looking statements in this document that may occur due to any change in its expectations or to reflect events or circumstances after the date of this document.

*FX rate: 85.2466 USD/RUB

**FX rate: 90.7471 USD/RUB

For further details please contact:
Polina Ugryumova Head of Corporate Finance and IR Tel.: [phone] ext. 13-312 e-mail: [e-mail]	Maria Yazeva Investor Relations Officer Tel.: [phone] ext. 13-147 e-mail: [e-mail]

 

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