second supplement dated 10 october 2016 to the …...oct 10, 2016 · euro 9,000,000,000 euro...
TRANSCRIPT
1
SECOND SUPPLEMENT DATED 10 OCTOBER 2016
TO THE EURO MEDIUM TERM NOTE PROGRAMME BASE PROSPECTUS
DATED 8 JANUARY 2016
OF CASINO, GUICHARD-PERRACHON
CASINO FINANCE
Euro 9,000,000,000 Euro Medium Term Note Programme
Due from one month from the date of original issue
Unconditionally and irrevocably guaranteed by Casino, Guichard-Perrachon in respect of Notes issued
by Casino Finance
This second supplement (the “Second Supplement”) is supplemental to, and should be read in conjunction with, the Base Prospectus
dated 8 January 2016 (the “Base Prospectus”) and with the First Supplement to the Base Prospectus dated 30 March 2016 (the “First
Supplement”) which was approved by the Commission de Surveillance du Secteur Financier (the “CSSF”) prepared in relation to the
Euro 9,000,000,000 Euro Medium Term Note Programme of Casino, Guichard-Perrachon (“Casino” or, in its capacity as issuer, an
“Issuer” and Casino Finance (“Casino Finance” or an “Issuer” (together with Casino, in its capacity as issuer, the “Issuers” )) (the
“Programme”). On 8 January 2016, the CSSF approved the Base Prospectus as a base prospectus for the purposes of article 5.4 of
Directive 2003/71/EC as amended (the “Prospectus Directive”) and article 7 of the Luxembourg Law on prospectuses for securities
dated 10 July 2005, as amended (the “Luxembourg Law”).
This Second Supplement constitutes a supplement to the Base Prospectus for the purposes of article 16 of the Prospectus Directive and
article 13 of the Luxembourg Law in order to (i) incorporate by reference the French language version of the Document de Référence for
the period from 1 January 2015 to 31 December 2015 (the “2015 Document de Référence”), the French language version of the Rapport
Financier Semestriel for the period from 1 January 2016 to 30 June 2016 (the “Interim Report First Half 2016”) and the annual
financial statements of Casino Finance for the year ended on 31 December 2015 (ii) update the section “Recent Developments” on pages
75 et seq. of the Base Prospectus as amended by the First Supplement and (iii) update the section “General Information” on pages 123 et
seq of the Base Prospectus as amended by the First Supplement.
The relevant Issuer and the Guarantor accept responsibility for the information contained in this Second Supplement. The CSSF assumes
no responsibility as to the economic and financial soundness of any transaction and the quality and solvency of the relevant Issuer and the
Guarantor in line with the provisions of article 7(7) of the Luxembourg Law. Each of the Issuers and the Guarantor declares that, having
taken all reasonable care to ensure that such is the case, the information contained in this Second Supplement is, to the best of its
knowledge, in accordance with the facts and does not omit anything likely to affect the import of such information.
Save as disclosed in this Second Supplement, there has been no other significant new factor, material mistake or inaccuracy relating to
information included in the Base Prospectus since the publication of this Base Prospectus. To the extent that there is any inconsistency
between (a) any statements in this Second Supplement and (b) any other statement in, or incorporated by reference into, the Base
Prospectus, the statements in (a) above will prevail.
Unless the context otherwise requires, terms defined in the Base Prospectus shall have the same meaning when used in this Second
Supplement. The Second Supplement is available on (i) the website of the Issuer (http://www.groupe-casino.fr/en/investor-
relations/bonds/) and (ii) the website of the Luxembourg Stock Exchange (http://www.bourse.lu).
2
TABLE OF CONTENTS
Page
DOCUMENTS INCORPORATED BY REFERENCE ...................................................................................... 3
RECENT DEVELOPMENTS OF THE ISSUER .............................................................................................. 9
GENERAL INFORMATION ............................................................................................................................44
3
DOCUMENTS INCORPORATED BY REFERENCE
The section entitled “Documents Incorporated by Reference” on pages 21 et seq. of the Base Prospectus shall be
replaced by the following:
“The Base Prospectus should be read and construed in conjunction with the following documents all of which are
incorporated by reference in the Base Prospectus and which Casino has filed with the CSSF:
(1) the French language version of the Document de Référence for the year ended 31 December 2013
which was filed with the Autorité des Marchés Financiers on 3 April 2014 under the number D.14-
0281 (the “2013 Document de Référence”) except for the third paragraph of the section “Statement
by the person responsible for the Registration Document” on page 272 and for the other information
incorporated by reference on page 273;
(2) the French language version of the Document de Référence for the year ended 31 December 2014
which was filed with the Autorité des Marchés Financiers on 16 April 2015 under the number D.15-
0355 (the “2014 Document de Référence”) except for the third paragraph of the section “Statement
by the person responsible for the Registration Document” on page 327 and for the other information
incorporated by reference on page 328;
(3) the French language version of the Rapport Financier Annuel for the period from 1 January 2015 to
31 December 2015 (the “2015 Annual Financial Report”);
(4) the French language version of the Document de Référence for the year ended 31 December 2015
which was filed with the Autorité des Marchés Financiers on 19 April 2016 under the number D.16-
0367 (the “2015 Document de Référence”) except for the third paragraph of the section “Statement
by the person responsible for the Registration Document” and for the other information incorporated
by reference on page 314 ;
(5) the French language version of the Rapport Financier Semestriel for the period from 1 January 2015
to 30 June 2015 (the “Interim Report First Half 2015”);
(6) the French language version of the Rapport Financier Semestriel for the period from 1 January 2016
to 30 June 2016 (the “Interim Report First Half 2016”)
(7) the French language version of the notice of the Issuer entitled Indicateurs non-GAAP (the “APM
Guidelines”);
(8) the annual financial statements of Casino Finance for the year ended on 31 December 2013;
(9) the annual financial statements of Casino Finance for the year ended on 31 December 2014;
(10) the annual financial statements of Casino Finance for the year ended on 31 December 2015; and
(11) the terms and conditions of the notes contained in the base prospectus of Casino dated
25 October 2010 (the “2010 EMTN Conditions”), the terms and conditions of the notes contained in
the base prospectus of Casino dated 17 November 2011 (the “2011 EMTN Conditions”), the terms
and conditions of the notes contained in the base prospectus of Casino dated 30 November 2012 (the
“2012 EMTN Conditions”), the terms and conditions of the notes contained in the base prospectus of
Casino dated 3 December 2013 (the “2013 EMTN Conditions”), the terms and conditions of the
notes contained in the base prospectus of Casino and Casino Finance dated 1 December 2014 (the
“2014 EMTN Conditions”) and together with, the 2010 EMTN Conditions, the 2011 EMTN
Conditions, the 2012 EMTN Conditions and the 2013 EMTN Conditions, the “EMTN Previous
Conditions”);
4
Free English language translations of the documents incorporated by reference in the Base Prospectus listed in
paragraphs (1) to (6) are available, for information purpose only, on the Group's website.
The annual financial statements of Casino Finance are available in French language only.
Such documents shall be deemed to be incorporated in, and form part of the Base Prospectus, save that any
statement contained in a document which is deemed to be incorporated by reference herein shall be deemed to be
modified or superseded for the purpose of the Base Prospectus to the extent that a statement contained herein
modifies or supersedes such earlier statement (whether expressly, by implication or otherwise). Any statement so
modified or superseded shall not be deemed, except as so modified or superseded, to constitute a part of the Base
Prospectus.
Casino Finance does not publish interim financial statements.
The Base Prospectus and copies of documents incorporated by reference in the Base Prospectus will be published
on, and may be obtained from the websites of:
(i) the Group (except the annual financial statements of Casino Finance), at the following addresses:
http://www.groupe-casino.fr/IMG/pdf/Document_de_reference_2013.pdf,
http://www.groupe-casino.fr/fr/wp-content/uploads/sites/5/2015/04/1604_CASINO_DRF_2014_MEL.pdf,
http://www.groupe-casino.fr/fr/wp-content/uploads/sites/5/2016/03/Rapport-Financier-Annuel-2015.pdf,
https://www.groupe-casino.fr/fr/wp-content/uploads/sites/5/2016/06/CASINO_DRF_2015_MEL.pdf,
http://www.groupe-casino.fr/fr/wp-content/uploads/sites/5/2015/07/Rapport-financier-S1-2015.pdf,
https://www.groupe-casino.fr/fr/wp-content/uploads/sites/5/2016/08/Rapport-financier-S1-2016.pdf,
https://www.groupe-casino.fr/fr/wp-content/uploads/sites/5/2009/02/Groupe-Casino-Indicateurs-non-
gaap_290716.pdf
http://www.groupe-casino.fr/IMG/pdf/Casino_2010_Base_Prospectus.pdf
http://www.groupe-casino.fr/IMG/pdf/Casino_2011_Base_Prospectus.pdf
http://www.groupe-casino.fr/IMG/pdf/Casino_2012_Base_Prospectus.pdf
http://www.groupe-casino.fr/IMG/pdf/Casino_2013_Base_Prospectus.pdf, and
http://www.groupe-casino.fr/fr/wp-content/uploads/sites/5/2009/02/Casino-2014_Base-Prospectus.pdf
(ii) the Luxembourg Stock Exchange (including the annual financial statements of Casino Finance), at the
following address:
www.bourse.lu
The Base Prospectus is available during usual business hours on any weekday (Saturdays and public holidays
excepted), for inspection at the office of the Fiscal Agent or the Paying Agent.
The information set out in the documents incorporated by reference but not included in the cross-reference list, is
considered as additional information, is not required by the relevant schedules of the Commission Regulation (EC)
809/2004, as amended, and not incorporated by reference.
Cross-reference list in respect of Casino:
CASINO, GUICHARD-PERRACHON
Annex IX of the
European Regulation
809/2004/EC of 29 April
2004
2013
Document de
Référence
2014
Document de
Référence
2015 Annual
Financial
Report
2015
Document de
Référence
Interim
Report First
Half 2015
Interim
Report First
Half 2016
5
2. Statutory
Auditors
2.1 Names and
addresses of
Casino’s auditors
for the period
covered by the
historical
financial
information
Page 217 Page 181 Page 109 Page 194 N/A N/A
4. Information
about Casino
4.1.5 Any recent events
particular to
Casino and which
are to a material
extent relevant to
the evaluation of
Casino’s solvency
Page 27 Pages 17 to 23 Pages 3 to 17 Pages 17 to 24 Pages 3 to 11 Pages 3 to 13
6. Organisational
Structure
6.1 If Casino is part
of a group, a brief
description of the
group and of
Casino’s position
within it
Pages 25 to 27 Pages 5 to 11;
Pages 111 to
113
N/A Pages 4 to 11;
Pages 116 to
118
N/A N/A
7. Trend
Information
7.1 Include a
statement that
there has been no
material adverse
change in the
prospects of
Casino since the
date of its last
published audited
financial
statements.
In the event that
Pages 4 to 11
and 27
Pages 5 to 11;
Pages 110 and
140
Pages 100 to
102
Pages 4 to 11;
Pages 115 and
143
N/A N/A
The statement required in Item 7.1 is included in the General Information section of the Base Prospectus on page 123.
6
Casino is unable
to make such a
statement, provide
details of this
material adverse
change.
9. Administrative,
Management
and Supervisory
Bodies
9.1 Names, business
addresses and
functions in
Casino and an
indication of the
principal activities
performed by
them outside
Casino where
these are
significant with
respect to Casino
Pages 188 to
216; Pages
219 to 225
Pages 150 to
152; Pages
157 to 178;
Page 180
N/A Pages 153 to
184;
N/A N/A
9.2 Administrative,
Management, and
Supervisory
bodies’ conflicts
of interest
Page 216 Page 179 N/A Pages 191 and
192
N/A N/A
10. Major
Shareholders
10.1 To the extent
known to Casino,
state whether
Casino is directly
or indirectly
owned or
controlled and by
whom, and
describe the
nature of such
control, and
describe the
measures in place
to ensure that
such control is not
abused
Pages 28 to 36
and 216
Pages 179,
250 and 251
N/A Pages 191 and
192; Pages
268 to 270
N/A N/A
11. Financial
7
Information
Concerning
Casino’s Assets
and Liabilities,
Financial
Position and
Profits
11.1 Historical
Financial
Information
Pages 2 and 4
to 17
Pages 2 and 4
to 12
Pages 3 and 5
to 14
Consolidated
Income Statement
Page 71 Page 29 Page 20 Page 35 Page 16 Page 15
Consolidated
Statement of
Comprehensive
Income
Page 72 Page 30 Page 21 Page 36 Page 17 Page 16
Consolidated
Balance Sheet
Page 73 Page 31 Page 22 Page 37 Page 18 Page 17
Consolidated
Statement of Cash
Flows
Page 74 Page 32 Page 23 Page 38 Page 19 Page 18
Consolidated
Statement of
Changes in Equity
Pages 76 and
77
Pages 34 and
35
Page 24 Page 40 and
41
Page 20 Page 19
Notes to the
Consolidated
Financial
Statements
Pages 78 to
155
Pages 36 to
144
Pages 25 to
107
Pages 42 to
120
Pages 21 to 38 Pages 20 to 44
APM
Guidelines
pages 1 to 7
11.3.1 Statutory
Auditors’ report
on the
consolidated
financial
statements
Page 70 Page 28 Pages 108 to
111
Pages 34 Pages 40 to 41 Pages 45 to 47
11.5 Legal and
Arbitration
Proceedings
Pages 41 and
149
Pages 108 and
109; Pages
196 and 197
Pages 12-13,
46 and 98-100
Pages 112 to
114; Pages
211 and 212
Pages 9, 31,
35 and 37
Pages 11, 34,
37, 42 and 43
12. Material
Contracts
Pages 26 and
27
Pages 24 and
25
N/A Pages 28 and
29
N/A N/A
Non-incorporated parts of the 2013 Document de Référence, the 2014 Document de Référence, the 2015 Document
de Référence, the Interim Report First Half 2015, the 2015 Annual Financial Report the Interim Report First Half
2016 are not relevant for the investors.
8
Cross-reference list in respect of Casino Finance:
CASINO FINANCE
Annex IX of the European Regulation
809/2004/EC of 29 April 2004
2013 Annual
financial statements
of Casino Finance1
2014 Annual
financial statements
of Casino Finance
2015 Annual
financial statements
of Casino Finance
2. Statutory Auditors
2.1 Names and addresses of Casino’s
auditors for the period covered by the
historical financial information
Page 2 Page I Page II
11. Financial Information Concerning
Casino’s Assets and Liabilities,
Financial Position and Profits
11.1 Historical Financial Information
Income Statement Pages 7 to 8 Pages 2 to 3 Pages 2 to 3
Balance Sheet Pages 10 to 11 Pages 5 to 6 Pages 5 to 6
Notes to the Financial Statements Page 12 to 26 Pages 7 to 22 Pages 7 to 19
11.3.1 Statutory Auditors’ report on the
financial statements
Pages 2 to 3 Pages I to II Pages I to III
1 The page references correspond to the pages of the PDF document.
The EMTN Previous Conditions are incorporated by reference in the Base Prospectus for the purpose only of
further issues of notes to be assimilated (assimilées) and form a single series with Notes already issued with the
relevant EMTN Previous Conditions.
EMTN Previous Conditions
2010 EMTN Conditions Pages 37 to 68
2011 EMTN Conditions Pages 36 to 67
2012 EMTN Conditions Pages 22 to 51
2013 EMTN Conditions Pages 27 to 60
2014 EMTN Conditions Pages 29 to 60
Non-incorporated parts of the base prospectuses of Casino dated 25 October 2010, 17 November 2011,
30 November 2012, 3 December 2013 and of the base prospectus of Casino and Casino Finance dated 1 December
2014 are not relevant for the investors.”
9
RECENT DEVELOPMENTS
The section entitled “Recent Developments” on pages 75 et seq. of the Base Prospectus shall be completed by (i)
the following statement : “As of July 28st 2016, the share capital of Casino, Guichard-Perrachon was 171 319
066,38 €. From August 1st to 25
th 2016, the Issuer bought back 976 250 shares under its share purchase programme
with the intention to cancel them.”
and (ii) the following press releases, available on the website of the Issuer http://www.groupe-
casino.fr/en/press/all-press-releases/
“The Issuer published the following press release on 14 April 2016:
Q1 2016 SALES
Accelerated growth in France and Latin America
In France, good performance with +2.9% growth on organic basis and +1.5% on a same-store basis
- Géant Casino: +4.0%(1)
of growth (same-store and organic) with positive non-food sales and continuous
gains in market share
- Leader Price: continuous growth at +7.2% on organic basis and +4.5% on a same-store basis, with gains in
market share
- Performance of the Group's other banners in line with Q4 2015
In Latin America, food sales up +8.3% on organic basis with a positive inflexion in Brazil (up +5.7% in Q4
2015)
- Exito (excluding Brazil): continuous accelerating growth with good performance in all countries
- GPA Food: net improvement in activity, with organic growth of +7.8%
- Via Varejo: more moderate downturn in sales
- E-commerce: growth of gross merchandise volume (GMV) of +4.2% at constant exchange rates(2)
SALES TRENDS BY SECTOR
BY SECTOR Q4 2015/Q4 2014 change Q1 2016/Q1 2015 change
in €m Q4
2015
Total growth
Organic growth
Same-store
growth
Q1
2016
Total growth
Organic growth
Same-store
growth
France Retail 4,942 +1.5% +2.7% +1.4% 4,548 +2.8% +2.9% +1.5%
Latam Retail 3,705 -14.6% +5.7% +1.3% 3,338 -13.7% +8.3% +3.7%
Latam Electronics 1,286 -36.1% -14.8% -15.2% 1,090 -34.6% -12.7% -11.8%
E-commerce 873 -20.1% -7.8% -7.8% 731 -18.8% -8.3% -8.3%
TOTAL GROUP 10,807 -12.3% -0.2% -2.5% 9,707 -10.6% +1.5% -0.7%
10
In Q1 2016, taking into account the Thailand sale that took place on March 21st, and that of Vietnam, which is
currently in negotiation, the Asia segment as a whole is recognised under "discontinued activities". Consolidated
sales have thus been retroactively restated at 1st January 2015 to exclude these activities for all the periods
presented.
As of Q1 2016, sales were 9.7 billion euros, up +1.5% on an organic basis. They were affected by a negative
foreign exchange effect of -14.3% and by a positive scope effect of +0.9%.
France Retail
In France total sales were €4,548m, up +2.9% on an organic basis and +1.5% on a same-store basis in Q1
2016. Traffic was up +0.8%. Market share in France rose +0.1 pt over the last Kantar P03 period.
At Géant Casino, whose sales continue to grow at +4.0% on a same-store basis, non-food sales are now
positive and up +1.8% on a same-store basis. The banner continues to gain market share: up +0.2pt over the last
Kantar P03 period.
Leader Price posted steady sales growth of +7.2% on an organic basis and +4.5% on a same-store basis. The
franchise development is growing steadily (191 stores transferred in total since Q2 2015). The banner posted an
increase in market share: +0.1pt over the last Kantar P03 period.
Q4 2015/Q4 2014 change Q1 2016/Q1 2015 change
BY BANNER Q4
2015
Total
growth
Organic
growth
Same-store
growth
Q1
2016 Total growth
Organic
growth
Same-store
growth
Hypermarkets(1) 1,258 +0.3% +2.7% +2.8% 1,083 +2.9% +3.8% +3.8%
of which Géant
Casino 1,187 +0.5% +3.0% +3.0% 1,022 +2.9% +4.0% +4.0%
Leader Price 673 +4.7% +7.5% +3.0% 632 +6.2% +7.2% +4.5%
Monoprix 1,127 +3.0% +2.8% +0.1% 1,050 +3.3% +2.3% -0.4%
SM Casino 797 -1.4% -0.4% 0.0% 753 +1.6% +1.9% +0.2%
Franprix 423 -3.7% -2.5% +0.1% 403 -3.5% -2.9% +0.1%
Convenience
& Other(2) 664 +5.0% +4.7% +2.4% 628 +4.2% +3.9% +1.1%
o/w Convenience 335 +7.1% +5.9% +6.1% 342 +4.9% +4.2% +2.3%
FRANCE RETAIL 4,942 +1.5% +2.7% +1.4% 4,548 +2.8% +2.9% +1.5%
NB: Organic and same-store changes exclude petrol and calendar effects (1) Excluding business primarily from Codim (4 hypermarkets) in Corsica (2) GMV (gross merchandise volume): sales volume including tax, figures provided by the subsidiary
11
Monoprix posted strong performance with organic sales up +2.3%, boosted by dynamic expansion (gross
opening of 80 stores since Q2 2015). Food sales were virtually stable over the quarter, and performance
satisfactory for Household and Leisure on a same-store basis.
Same-store sales at Supermarchés Casino are positive. Traffic was up, driven by the new loyalty programme
and the success of promotional operations. Organic growth was boosted by the opening of 5 new integrated stores
and the affiliation of 6 new franchises since Q2 2015.
Sales at Franprix are positive on a same-store basis with a sequential improvement in traffic. Organic and
published sales are still affected by the stores disposal requested by the French Competition Authority, transfers
to other banners and franchises (in total 60 stores were transferred to franchises since Q2 2015).
Same-store figures for Proximity now include a majority of Leader Price Express stores more than one year
old. Total growth is being driven by strong performance by franchises, with the opening of 306 stores since Q2
2015.
Latam Retail
Food sales in Latin America are up compared to the previous quarter, +8.3% on an organic basis and +3.7%
on a same-store basis (vs +5.7% and +1.3% respectively in Q4 2015).
Growth at Exito Group (excluding the effect of consolidating GPA's sales) was still accelerating in Q1 2016,
driven by Colombia, as well as Uruguay and Argentina.
Exito will publish its Q1 figures in full on 25 April 2016.
Food sales in Brazil (GPA Food) improvement was marked, up +7.8% on an organic basis and +2.2% on a
same-store basis. Assaí continues to enjoy very good performances with sales up +36.2% on an organic basis,
driven by same-store sales and very dynamic expansion. Traffic is up on Q4 2015. Multivarejo posted stronger
sales at Pão de Açúcar and at its convenience formats, with gains in market share. Extra began posting stronger
sales under the first effects of its relaunched sales policy and renovations.
GPA provided a detailed report on its Q1 sales on 12 April 2016.
Latam Electronics
The decline in sales at Via Varejo slowed in Q1 2016 (-11.8% vs -15.2% in Q4 2015 on a same-store basis)
due to more competitive prices and more effective promotions. The banner is continuing its closures of
underperforming stores. In addition, Via Varejo is further innovating by deploying "mobile stores" and renewing its
furniture line.
Via Varejo provided a detailed report on its Q1 sales on 12 April 2016.
Total sales in Latin America were hit by a strong negative currency effect.
E-commerce
(1) Including Géant Casino and mainly the business of the four Codim stores in Corsica (2) Other: mainly Vindémia and Cafeterias
12
Cnova's gross merchandise volume (GMV) totalled €1,138m, up +4.2% at constant exchange rates, driven by
Cdiscount’s activity. In France, Cdiscount's GMV rose +18.3% with sales up +15.3%(1)
. Market share in France(2)
rose 1.5 points in February 2016. Growth in the marketplaces remains high and their share of GMV reached 24.2%
in Q1 2016 vs 16.7% in Q1 2015.
Cnova provided a detailed report on its Q1 sales on 13 April 2016.
***
APPENDICES
Details and sales trends in Q1 2016
Organic growth is growth at constant scope of consolidation and exchange rates, excluding petrol and calendar
effect, unless otherwise mentioned.
Main changes in the scope of consolidation
Full consolidation of Disco at 1 January 2015
Restatement of activity in Asia
Exchange rates
E-COMMERCE (CNOVA) Q1 2015 Q1 2016 Growth
total
Growth
at constant exchange
rates
GMV(3) including tax 1,222.0 1,137.9 -6.9% +4.2%
Traffic (visits in millions) 422.8 492.8 +16.6%
Active customers(4) (in millions) 14.2 14.6 +3.0%
Units sold (in millions) 15.7 16.5 +5.3%
AVERAGE EXCHANGE RATES Q1 2015 Q1 2012 Currency effect
Argentina (EUR/ARS) 9.74466 15.95312 -38.9%
Uruguay (EUR/UYP) 27.86630 34.74340 -19.8%
Colombia (EUR/COP) (x 1000) 2.78160 3.58854 -22.5%
Brazil (EUR/BRL) 3.22363 4.30405 -25.1%
(1) Figures provided by the subsidiary (2) Technical goods market in France, source GFK (3) GMV (gross merchandise volume): sales volume including tax, figures provided by the subsidiary (4) Active customers at 31 March who made at least one purchase on our websites in the last 12 months
13
Period-end store network
FRANCE 30 Sept. 2015 31 Dec. 2015 31 March 2016
Géant Casino Hypermarkets 127 128 129
o/w French Affiliates 7 7 7
International Affiliates 10 11 12
SM Casino 440 441 445
o/w French Franchised Affiliates 60 60 64
International Franchised Affiliates 33 33 33
Monoprix 656 698 709
o/w Franchises/Affiliates 188 197 200
Naturalia 107 126 133
Naturalia franchises 3 3 4
Franprix 857 867 851
o/w Franchises 322 350 366
Leader Price 836 810 790
o/w Franchises 173 263 339
Total Supermarkets and Discount 2,789 2,816 2,795
Convenience 6,956 6,916 6,899
Other businesses (Cafeterias, Drive…)
etc.)
620 621 646
Indian Ocean 135 146 149
TOTAL France 10,627 10,627 10,618
INTERNATIONAL 30 Sept. 2015 31 Dec. 2015 31 March 2016
ARGENTINA 27 27 27
Libertad Hypermarkets 15 15 15
Mini Libertad mini-supermarkets 12 12 12
URUGUAY 61 65 66
Géant Hypermarkets 2 2 2
Disco Supermarkets 29 29 29
Devoto Supermarkets 24 24 24
Devoto Express mini-supermarkets 6 10 11
BRAZIL 2,164 2,181 2,126
Extra Hypermarkets 137 137 137
Pao de Açucar Supermarkets 184 185 185
Extra Supermarkets 199 199 194
Assai (discount) 88 95 96
Mini Mercado Extra mini-supermarkets 301 311 301
Casas Bahia 715 760 745
Ponto Frio 301 254 233
Drugstores 157 157 157
+ Service stations 82 83 78
COLOMBIA 1,567 1,668 1,632
Exito Hypermarkets 81 85 85
Exito and Carulla Supermarkets 153 163 163
Super Inter Supermarkets 58 58 58
Surtimax (discount) 1,169 1,248 1,214
o/w "Aliados" 1,019 1,095 1,062
Exito Express and Carulla Express mini-supermarkets
supermarkets
105 113 111
Other 1 1 1
TOTAL International 3,819 3,941 3,851
14
ANALYST AND INVESTOR CONTACTS
Régine Gaggioli – Tel: +33(0)1 53 65 64 17
or
+33(0)1 53 65 24 17
GROUP EXTERNAL COMMUNICATIONS DEPARTMENT
Aziza Bouster
Tel: +33(0)1 53 65 24 78
Mob: +33(0)6 08 54 28 75
Disclaimer
This press release was prepared solely for information purposes, and should not be construed as a solicitation or
an offer to buy or sell securities or related financial instruments. Likewise, it does not provide and should not be
treated as providing investment advice. It has no connection with the specific investment objectives, financial
situation or needs of any receiver. No representation or warranty, either express or implied, is provided in relation
to the accuracy, completeness or reliability of the information contained herein. It should not be regarded by
recipients as a substitute for the exercise of their own judgement. All the opinions expressed herein are subject to
change without notice.
15
The Issuer published the following press release on 29 April 2016 :
Disposal of Big C Vietnam for a valuation
of 1 billion euros
Casino announces the closing of the sale of Big C Vietnam to Central Group, for an enterprise value of €1 billion1,
implying 2015 multiples of 1.8x net sales, 20.4x EBITDA and 34.4x EBIT.
The proceeds to be received by the Group will amount to €920 million.
Central Group is one of the main family-owned conglomerates in Thailand with interests in real estate, department
stores, retailing, hospitality and restaurants.
Casino Group has made significant investments for more than 18 years to develop its subsidiary Big C in Vietnam
and to create a leading food retailer in Vietnam. Big C Vietnam consists of a network of 43 stores and 30 shopping
malls and has achieved in 2015 a turnover excluding taxes €586 million.
Big C Vietnam has built strong relationships with its Vietnamese suppliers and farmers, its customers, its employees
and the local authorities and communities, which allowed the development of modern retail in the country.
Central Group in partnership with Vietnamese group Nguyen Kim will continue the strategy of Big C Vietnam
notably regarding sourcing of goods produced in Vietnam for Big C stores.
Casino will continue its sourcing activity of Vietnamese food products distributed in France, Brazil and Colombia.
After the disposal of its subsidiaries Big C Thailand and Big C Vietnam, the deleveraging plan of the Group reaches
€4.2 billion.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tél: +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
GROUP EXTERNAL COMMUNICATIONS DEPARTMENT
Aziza BOUSTER
Tél: +33 (0)1 53 65 24 78
Mob: +33 (0)6 08 54 28 75
1 including net financial debt as of 31 December 2015 and minority interest in joint-ventures
16
Disclaimer
This press release was prepared solely for information purposes and should not be construed as a solicitation or an
offer to buy or sell securities or related financial instruments. Similarly, it does not give and should not be treated
as giving investment advice. It has no connection with the investment objectives, financial situation or specific
needs of any recipient. No representation or warranty, either express or implicit, is provided in relation to the
accuracy, completeness or reliability of the information contained herein. It should not be regarded by recipients as
a substitute for exercise of their own judgement. All opinions expressed herein are subject to change without notice.
This document contains certain forward-looking statements. This information is not historical data and should not
be interpreted as guarantees of the future occurrence of such facts and data. These statements are based on data,
assumptions and estimates that the Group believes are reasonable. The Group operates in a competitive and
rapidly changing environment. It is therefore not in a position to predict all of the risks, uncertainties or other
factors that may affect its business, their potential impact on its business, or the extent to which the occurrence of a
risk or a combination of risks could have results that are significantly different from those included in any forward-
looking statement. The forward-looking statements contained in this press release are made only as of the date
hereof. Except as required by any applicable law, rules or regulations, the Group expressly disclaims any
obligation or undertaking to publicly release any updates of any forward‐looking statements contained in this press
release to reflect any change in its expectations or any change in events, conditions or circumstances on which any
forward-looking statement contained in this press release is based.
17
The Issuer published the following press release on 3 May 2016 :
Exercise of the call option on the Monoprix Mandatory Convertible
Bonds
Casino exercised today its call option on all of the €500m mandatory convertible bonds issued by Monoprix in
December 2013, and subscribed by Credit Agricole CIB.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tél: +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
GROUP EXTERNAL COMMUNICATIONS DEPARTMENT
Aziza BOUSTER
Tél: +33 (0)1 53 65 24 78
Mob: +33 (0)6 08 54 28 75
Disclaimer
This press release was prepared solely for information purposes and should not be construed as a solicitation or an offer to buy or sell
securities or related financial instruments. Similarly, it does not give and should not be treated as giving investment advice. It has no
connection with the investment objectives, financial situation or specific needs of any recipient. No representation or warranty, either express
or implicit, is provided in relation to the accuracy, completeness or reliability of the information contained herein. It should not be regarded by
recipients as a substitute for exercise of their own judgement. All opinions expressed herein are subject to change without notice.
This document contains certain forward-looking statements. This information is not historical data and should not be interpreted as guarantees
of the future occurrence of such facts and data. These statements are based on data, assumptions and estimates that the Group believes are
reasonable. The Group operates in a competitive and rapidly changing environment. It is therefore not in a position to predict all of the risks,
uncertainties or other factors that may affect its business, their potential impact on its business, or the extent to which the occurrence of a risk
or a combination of risks could have results that are significantly different from those included in any forward-looking statement. The forward-
looking statements contained in this press release are made only as of the date hereof. Except as required by any applicable law, rules or
regulations, the Group expressly disclaims any obligation or undertaking to publicly release any updates of any forward‐looking statements
contained in this press release to reflect any change in its expectations or any change in events, conditions or circumstances on which any
forward-looking statement contained in this press release is based.
18
The Issuer published the following press release on 12 May 2016
Intention to launch a voluntary cash tender offer
on Cnova N.V. shares by Casino Group
Casino Group announces its intention to launch a voluntary cash tender offer on the outstanding shares of Cnova
N.V. (“Cnova”) held by public shareholders (i.e. shares not held by Casino Group) at an offer price of US$5.50,
hence a maximum consideration of US$196m. This contemplated tender offer is conditional upon, amongst others,
the completion of the proposed transaction, described below, between Via Varejo and Cnova (composed of
Cdiscount and Cnova Brazil).
The tender offer price would represent a 82% premium to the last unaffected share price(1)
.
This announcement follows the announcements made by Cnova and Via Varejo S.A. (“Via Varejo”) concerning the
possible combination of Cnova Brazil with Via Varejo. Upon the completion of the transaction, Cnova would
exclusively own Cdiscount. Via Varejo would merge with Cnova Brazil and would no longer be a shareholder of
Cnova. Via Varejo would thus confirm its multi-channel leadership for non-food retail in Brazil.
This transaction aims at simplifying Casino Group’s structure and would allow Cnova to refocus, through
Cdiscount, on E-commerce in France, a market where it has a proven leadership position and clear growth
prospects.
Note to investors:
The transactions related to the project require in particular the approval of the boards of directors and independent
transaction committees of Cnova and Via Varejo, as well as the board of directors of Casino. Furthermore, such
transactions remain subject to definitive, binding agreements among the parties, and entry into such agreements is
conditional on the completion of due diligence by the parties and on the release of Cnova’s and Cnova Brazil’s
audited accounts for fiscal year 2015 (following the completion of the ongoing internal review, which has been
previously disclosed by Cnova). Casino’s voluntary tender offer assumes that the transaction currently discussed
between Cnova and Via Varejo is completed, and remains subject to the fulfilment of certain conditions precedent
(including in particular the commitment by Companhia Brasileira de Distribuição – CBD not to tender its shares,
as well as the absence of material adverse events).
In this press release, Casino cautions that there can be no assurance as to the actual timing, price or terms of the
offer to the Cnova’s public shareholders that might be agreed. In any case, such an offer would not be launched
before the completion of the transaction envisaged by Cnova and Via Varejo. In particular, no definitive agreement
has been reached on this envisaged transaction or on the offer and there can be no assurance that Casino’s offer
will be launched at all or will be launched at the terms and price disclosed in this press release. Casino does not
expect to provide further information regarding the status of discussions on the potential transactions unless and
until a definitive, binding agreement is reached. Such an agreement could be reached in early Q3 2016, potentially
allowing to complete the merger of Cnova Brazil and Via Varejo by the end of Q3 2016 and to launch Casino’s
tender offer on the outstanding ordinary shares of Cnova in Q4 2016 at the latest.
This press release does not constitute an offer to purchase, nor a solicitation to sell any securities. Investors are
strongly advised to read, if and when they become available, the information materials relating to the tender offer
because they will contain important information.
If an offer were to be filed, Casino intends to file with the Securities and Exchange Commission (the “SEC”) a
tender offer statement on Schedule TO, and Cnova intends to file in due course a recommendation statement on the
19
tender offer on Schedule 14D-9. Casino intends to file with the Autorité des marchés financiers (the « AMF ») a
draft offer document and Cnova intends to file in due course a draft offer document in response including the
recommendation of its Board of Directors. Any offer document and any document including a recommendation on
the offer will contain important information that investors should read carefully before making any decision
relating to the potential tender offer. The offer documents and other documents that Casino intends to file with the
SEC or with the AMF will be made available free of charge to all investors and Cnova shareholders on
www.groupe-casino.fr and www.cnova.com. These documents (and all the other offer documents filed with the SEC
and the AMF) will also be made available free of charge on the SEC website (www.sec.gov) and on the AMF
website (www.amf-france.org).
If an offer were to be filed and Casino Group would eventually hold together with its subsidiaries at least 95% of
Cnova’s share capital, the Group reserves the right to initiate a squeeze-out procedure.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tél: +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
GROUP EXTERNAL COMMUNICATIONS DEPARTMENT
Aziza BOUSTER
Tél: +33 (0)1 53 65 24 78
Mob: +33 (0)6 08 54 28 75
20
The Issuer published the following press release on 26 May 2016:
Communiqué
Le groupe Casino et la famille Baud ont conclu, le 25 mai 2016, un protocole d’accord transactionnel mettant fin à
l’ensemble des actions contentieuses qui les opposaient devant les juridictions de Paris depuis 2007.
Cet accord prévoit également le rachat(1)
par le groupe Casino de la participation de 50 %, détenue par la famille
Baud dans la société GEIMEX, propriétaire de la marque Leader Price à l’international, et jusqu’à présent
contrôlée conjointement par les deux parties.
GEIMEX a réalisé un chiffre d’affaires HT d’environ 200 millions d’euros en 2015.
Cette transaction permettra au groupe Casino de développer activement la marque Leader Price à l’international.
(1) sous condition suspensive de l’autorisation des Autorités de Concurrence.
CONTACTS ANALYSTES ET INVESTISSEURS
Régine GAGGIOLI – Tél : +33 (0)1 53 65 64 17
ou
Tél : +33 (0)1 53 65 24 17
DIRECTION COMMUNICATION EXTERNE GROUPE
Aziza BOUSTER
Tél : +33 (0)1 53 65 24 78
Mob : +33 (0)6 08 54 28 75
Disclaimer
Ce communiqué a été préparé uniquement à titre informatif et ne doit pas être interprété comme une sollicitation ou une offre
d'achat ou de vente de valeurs mobilières ou instruments financiers connexes. De même, il ne donne pas et ne doit pas être traité
comme un conseil d'investissement. Il n'a aucun égard aux objectifs de placement, la situation financière ou des besoins
particuliers de tout récepteur. Aucune représentation ou garantie, expresse ou implicite, n'est fournie par rapport à l'exactitude,
l'exhaustivité ou la fiabilité des informations contenues dans ce document. Il ne devrait pas être considéré par les bénéficiaires
comme un substitut à l'exercice de leur propre jugement. Toutes les opinions exprimées dans ce document sont sujettes à
changement sans préavis.
Le présent communiqué contient des déclarations prospectives. Ces informations ne sont pas des données historiques et ne doivent pas être interprétées comme des garanties que les faits et données énoncés se produiront. Ces informations sont fondées sur des données, des hypothèses et des estimations considérées comme raisonnables par le Groupe. Le Groupe opère dans un environnement concurrentiel et en évolution rapide. Le Groupe n’est donc pas en mesure d’anticiper tous les risques, incertitudes ou autres facteurs susceptibles d’affecter son activité, leur impact potentiel sur son activité ou encore dans quelle mesure la matérialisation d’un risque ou d’une combinaison de risques pourrait avoir des résultats significativement différents de ceux mentionnés dans toute information prospective. Ces informations sont données uniquement à la date du présent communiqué. Le Groupe ne prend aucun engagement de publier des mises à jour de ces informations ni des hypothèses sur lesquelles elles sont basées, à l’exception de toute obligation légale ou réglementaire qui lui serait applicable.
21
The Issuer published the following press release on 6 June 2016:
Bonds public tender offer announcement
Casino launched this morning a tender offer on some of its notes maturing January 2023, February 2025 and
August 2026.
The indicative targeted amount of this transaction reaches 500 million euros in total.
Results will be released on next Monday, June 13th.
This transaction will allow the Group to reduce its gross debt and its financial costs as soon as 2016.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON OR IN OR INTO
THE UNITED STATES (EACH AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES
ACT OF 1933, AS AMENDED) OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO
RELEASE, PUBLISH OR DISTRIBUTE THIS PRESS RELEASE.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tél: +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
GROUP EXTERNAL COMMUNICATIONS DEPARTMENT
Aziza BOUSTER
Tél: +33 (0)1 53 65 24 78
Mob: +33 (0)6 08 54 28 75
Disclaimer
This announcement does not constitute an invitation to participate in the tender offer for the Notes (the “Tender Offer”) in or
from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make such invitation under
applicable securities laws. The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into
whose possession this announcement comes are required to inform themselves about, and to observe, any such restrictions.
Tenders of Notes for purchase pursuant to the Tender Offer will not be accepted from Qualifying Holders in any circumstances
in which such offer or solicitation is unlawful. Casino, Guichard-Perrachon does not make any recommendation as to whether
or not Qualifying Holders should participate in the Tender Offer.
United States
The Tender Offer is not being made and will not be made directly or indirectly in or into, or by use of the mails of, or by any
means or instrumentality (including, without limitation, facsimile transmission, telex, telephone, email and other forms of
electronic transmission) of interstate or foreign commerce of, or any facility of a national securities exchange of, or to owners
of Notes who are located in the United States as defined in Regulation S of the U.S. Securities Act of 1933, as amended (the
“Securities Act”) or to U.S. Persons as defined in Regulation S of the Securities Act (each a “U.S. Person”) and the Notes may
not be tendered in the Tender Offer by any such use, means, instrumentality or facility from or within the United States, by
persons located or resident in the United States or by U.S. Persons. Accordingly, copies of this document is not being, and must
not be, directly or indirectly, mailed or otherwise transmitted, distributed or forwarded in or into the United States or to any
such person. Any purported offer to sell in response to the Tender Offer resulting directly or indirectly from a violation of these
restrictions will be invalid, and offers to sell made by a person located in the United States or any agent, fiduciary or other
intermediary acting on a non-discretionary basis for a principal giving instructions from within the United States or any U.S.
Person will not be accepted.
22
The Issuer published the following press release on 13 June 2016:
Success of the bond public tender offer for a total amount of
€537M
The bond public tender offer launched on Monday June 10th, 2016 allows Casino to buyback
respectively €134.2M, €158.2M and €245.0M of bonds maturing in January 2023, February
2025 and August 2026, i.e. a cumulated nominal amount of €537.4M.
Bonds purchased by Casino in the context of this transaction will be cancelled on June 15th,
2016. Nominal amounts will then be reduced to €858.7M for bonds maturing in January 2023,
€449.9M for bonds maturing in February 2025 and €613.5M for bonds maturing in August
2026.
This transaction will allow the Group to reduce its gross debt and its financial costs in France as
soon as 2016.
BNP Paribas, Citigroup, Crédit Agricole Corporate and Investment Bank, Deutsche Bank, Mitsubishi IFJ
Securities International, RBS, Santander and Société Générale acted as deal managers of this transaction.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tél: +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
GROUP EXTERNAL COMMUNICATIONS DEPARTMENT
Aziza BOUSTER
Tél: +33 (0)1 53 65 24 78
Mob: +33 (0)6 08 54 28 75
Disclaimer
This press release was prepared solely for information purposes and should not be construed as a solicitation or an offer to buy or sell
securities or related financial instruments. Similarly, it does not give and should not be treated as giving investment advice. It has no
connection with the investment objectives, financial situation or specific needs of any recipient. No representation or warranty, either express
or implicit, is provided in relation to the accuracy, completeness or reliability of the information contained herein. It should not be regarded by
recipients as a substitute for exercise of their own judgement. All opinions expressed herein are subject to change without notice.
This document contains certain forward-looking statements. This information is not historical data and should not be interpreted as guarantees
of the future occurrence of such facts and data. These statements are based on data, assumptions and estimates that the Group believes are
reasonable. The Group operates in a competitive and rapidly changing environment. It is therefore not in a position to predict all of the risks,
uncertainties or other factors that may affect its business, their potential impact on its business, or the extent to which the occurrence of a risk
or a combination of risks could have results that are significantly different from those included in any forward-looking statement. The forward-
looking statements contained in this press release are made only as of the date hereof. Except as required by any applicable law, rules or
regulations, the Group expressly disclaims any obligation or undertaking to publicly release any updates of any forward‐looking statements
contained in this press release to reflect any change in its expectations or any change in events, conditions or circumstances on which any
forward-looking statement contained in this press release is based.
23
The Issuer published the following press release on 13 July 2016:
Q2 2016 SALES
In France, continued growth and market share gains
Accelerated growth in Brazil and Colombia
Group organic growth of +3.8% in Q2 versus +1.5% in Q1 2016
In France, sales up +1.2% on an organic basis and +0.2% on a same-store basis
- Géant Casino: +2.2%(1)
growth (same-store and organic) and ongoing gains in market share
- Leader Price: sales up +1.7% on an organic basis and +1.1% on a same-store basis
- Supermarchés Casino: organic growth of +3.1% and same-store growth of +1.2%, and market share gains
In Latin America, food sales up +11.8% on an organic basis
- Exito (excluding Brazil): acceleration in organic and same-store growth, led by good performances in
Colombia, Uruguay and Argentina
- GPA Food: sequential improvement in activity with organic growth of +11.4% and same-store growth of
+6.3%
- Via Varejo: positive sales on an organic basis (+0.3%) and same-store basis (+2.6%) after four consecutive
quarters of declining revenues
- E-commerce:
- Cdiscount: organic growth of +10.6% and gross merchandise volume up +12.6%
- Cnova Brazil: sharp decline in activity considering the high basis of comparison in Q2 2015 and
the economic slowdown in Brazil
SALES TRENDS BY SECTOR
In Q2 2016, sales totalled €10.0 billion, up +3.8% on an organic basis and +1.8% on a same-store basis. They
were impacted by a currency effect of -8.3% related to Latin American currencies’ depreciation, and a scope effect
of -1.3%.
BY SECTOR Q1 2016/Q1 2015 change Q2 2016/Q2 2015 change
(in € millions) Q1
2016
Total
growth
Organic
growth
Same-store
growth
Q2
2016
Total
growth
Organic
growth
Same-store
growth
France Retail 4,548 +2.8% +2.9% +1.5% 4,716 +0.1% +1.2% +0.2%
Latam Retail 3,338 -13.7% +8.3% +3.7% 3,498 -11.1% +11.8% +7.1%
Latam Electronics 1,090 -34.6% -12.7% -11.8% 1,092 -13.1% +0.3% +2.6%
E-commerce 731 -18.8% -8.3% -8.3% 660 -19.4% -13.5% -13.5%
TOTAL GROUP 9,707 -10.6% +1.5% -0.7% 9,966 -7.0% +3.8% +1.8%
NB: Organic and same-store changes exclude fuel and calendar effects (1) Excluding business primarily from Codim (four hypermarkets) in Corsica
24
France Retail
In France, the quarter was marked by unfavourable weather and a sharp decline in tourism in the North, as
well as by social unrest. Total sales of €4,716 million were up +1.2% on an organic basis and +0.2% on a same-
store basis in Q2 2016. Market share in France rose +0.1pt over the last Kantar P06 period.
At Géant Casino, sales continued to progress with a +2.2% same-store growth, after two years of growth in a
row (+1.1% in Q2 2014 and +2.0% in Q2 2015). Customer traffic grew by +2.1% over the last year and by
+6.2% over two years. Non-food sales were up +2.7%. The banner continued to gain market share: +0.1 pt over
the last Kantar P06 period.
Leader Price posted sales up +1.7% on an organic basis and +1.1% on a same-store basis. Same-store data
does not include the sales generated by franchised stores. The franchise network is developing rapidly, with half
of the network operating as franchises as at end of Q2 2016, versus 22%
as at end of June 2015.
Monoprix saw sales rise by +2.4% overall and by +0.7% in organic terms. Expansion was dynamic, with 24
new stores opened during the quarter. Non-food sales on a same-store basis were impacted by unfavourable
weather conditions and the decline in tourist activity in Paris.
Same-store sales at Supermarchés Casino increased by +1.2%. Traffic continued to improve (+1.9% on Q2
2016) thanks to the commercial actions implemented. Organic growth (+3.1%) was boosted by the opening of 5
new integrated stores and the affiliation of 6 new franchises since Q3 2015. The banner saw its market share
widen by +0.1pt over the last Kantar P06 period.
Organic sales at Franprix improved sequentially compared with Q1 2016, but were still affected by the
disposal of stores requested by the French Competition Authority and transfers to other banners and franchises.
As of 30 June 2016, the Mandarine concept had been rolled out to 377 stores, i.e. 44% of the network. These
stores enjoyed strong growth on a same-store basis. The transformation into the new concept is continuing.
Q1 2016/Q1 2015 change Q2 2016/Q2 2015 change
BY BANNER Q1
2016
Total
growth
Organic
growth
Same-store
growth
Q2
2016
Total
growth
Organic
growth
Same-store
growth
Hypermarkets(1) 1,083 +2.9% +3.8% +3.8% 1,153 -0.2% +2.5% +2.2%
of which Géant
Casino 1,022 +2.9% +4.0% +4.0% 1,081 -0.6% +2.2% +2.2%
Leader Price 632 +6.2% +7.2% +4.5% 641 -3.2% +1.7% +1.1%
Monoprix 1,050 +3.3% +2.3% -0.4% 1,055 +2.4% +0.7% -2.1%
Supermarchés
Casino 753 +1.6% +1.9% +0.2% 816 +1.9% +3.1% +1.2%
Franprix 403 -3.5% -2.9% +0.1% 411 -3.2% -2.8% -0.6%
Convenience &
Other(2) 628 +4.2% +3.9% +1.1% 639 +0.6% +0.5% -1.1%
o/w Convenience 342 +4.9% +4.2% +2.3% 349 -0.6% -1.4% -3.3%
FRANCE RETAIL 4,548 +2.8% +2.9% +1.5% 4,716 +0.1% +1.2% +0.2%
25
Same-store figures for Convenience now include a majority of Leader Price Express stores open for more
than one year. The franchised store network maintained its sales performance at a satisfactory level during the
quarter.
Latam Retail
Food sales in Latin America improved significantly on the previous quarter, by +11.8% on an organic basis
and +7.1% on a same-store basis (versus +8.3% and +3.7% respectively in Q1 2016).
Growth at Exito Group (excluding the effect of consolidating GPA’s sales) continued to accelerate in
Q2 2016, thanks to the good performances in Colombia, Uruguay and Argentina as a result of good commercial
momentum.
Food sales in Brazil (GPA Food) improved, with growth of +11.4% on an organic basis and +6.3% on a
same-store basis (versus +7.8% and +2.2% respectively in Q1 2016).
o Assaí continued to enjoy very good performances, with sales up +37.6% on an organic basis, driven by
same-store sales and very dynamic expansion.
o Multivarejo posted positive sales in both organic and same-store terms, thanks to the performances
delivered by Pão de Açúcar and the convenience formats, as well as the improvement in food sales at
Extra, driven by the first effects of the revamped sales policy.
GPA provided a detailed report on its Q2 sales on 12 July 2016.
Latam Electronics
Sales at Via Varejo were positive on both an organic (+0.3%) and a same-store (+2.6%) basis, marking a
significant improvement on Q1 2016 thanks to implemented action plans. The banner continues its market share
gains by category as well as on the market overall, thus regaining its 2013 levels
of market share.
Via Varejo provided a detailed report on its Q2 sales on 12 July 2016.
Total sales in Latin America were impacted by a strong negative currency effect.
E-commerce
Cnova's gross merchandise volume (GMV) totalled €1,035m, down -3.4% at constant exchange rates. Traffic
was up +16.6% for the quarter.
In France, Cdiscount’s GMV rose +12.6%, with sales up +10.6% on an organic basis. Growth in the
marketplaces remains high and their share of GMV reached 32.4% in Q2 2016, representing a +421 bp
improvement on the same period last year.
Cnova Brazil reported a sharp contraction in its business considering the high basis of comparison
in Q2 2015 and the economic slowdown in Brazil. The marketplace’s share amounted to 16.6%, a +774pb increase.
Cnova provided a detailed report on its Q2 sales on 12 July 2016.
(1) Including Géant Casino and business primarily from the four Codim stores in Corsica (2) Other: mainly Vindémia and Cafeterias
26
***
APPENDICES
Details and sales trends in Q2 2016
Organic growth corresponds to growth at constant scope of consolidation and exchange rates, excluding fuel and
calendar effects, unless otherwise mentioned.
Main changes in the scope of consolidation
Full consolidation of Disco at 1 January 2015
Restatement of operations in Asia
Exchange rates
E-COMMERCE (CNOVA) Q2 2015 Q2 2016 Total
growth
Growth
at constant exchange
rates
GMV(1) including tax 1,138 1,035 -9.0% -3.4%
Traffic (visits in millions) 380 444 +16.6%
Active customers(2) (in millions) 14.7 14.3 -2.6%
Units sold (in millions) 14.6 15.6 +6.5%
AVERAGE EXCHANGE RATES Q2 2015 Q2 2016 Currency effect
Argentina (EUR/ARS) 9.8982 16.0503 -38.3%
Uruguay (EUR/UYP) 29.3754 35.2420 -16.6%
Colombia (EUR/COP) (x 1,000) 2.7623 3.3799 -18.3%
Brazil (EUR/BRL) 3.3981 3.9631 -14.3%
(1) GMV (gross merchandise volume): business volume including tax, figures provided by the subsidiary (2) Active customers at 30 June who made at least one purchase on our websites in the last 12 months
27
Period-end store network
FRANCE 31 Dec. 2015 31 March 2016 30 June 2016
Géant Casino Hypermarkets 128 129 130
o/w French Affiliates 7 7 7
International Affiliates 11 12 13
Casino Supermarkets 441 445 444
o/w French Franchised Affiliates 60 64 64
International Franchised Affiliates 33 33 32
Monoprix 698 709 732
o/w Franchises/Affiliates 197 200 195
Naturalia 126 133 136
Naturalia franchises 3 4 5
Franprix 867 851 853
o/w Franchises 350 366 370
Leader Price 810 790 788
o/w Franchises 263 339 402
Total Supermarkets and Discount 2,816 2,795 2,817
Convenience 6,916 6,899 6,864
Other businesses (Cafeterias, Drive, etc.) 621 646 653
Indian Ocean 146 149 161
TOTAL France 10,627 10,618 10,625
INTERNATIONAL 31 Dec. 2015 31 March 2016 30 June 2016
ARGENTINA 27 27 27
Libertad Hypermarkets 15 15 15
Mini Libertad mini-supermarkets 12 12 12
URUGUAY 65 66 69
Géant Hypermarkets 2 2 2
Disco Supermarkets 29 29 29
Devoto Supermarkets 24 24 24
Devoto Express mini-supermarkets 10 11 14
BRAZIL 2,181 2,126 2,113
Extra Hypermarkets 137 137 135
Pao de Açúcar Supermarkets 185 185 184
Extra Supermarkets 199 194 194
Assaí (discount) 95 96 97
Mini Mercado Extra mini-supermarkets 311 301 297
Casas Bahia 760 745 750
Ponto Frio 254 233 225
Drugstores 157 157 155
+ Service stations 83 78 76
COLOMBIA 1,668 1,632 1,695
Exito Hypermarkets 85 85 86
Exito and Carulla Supermarkets 163 163 163
Super Inter Supermarkets 58 58 58
Surtimax (discount) 1,248 1,214 1,283
o/w “Aliados” 1,095 1,062 1,132
Exito Express and Carulla Express mini-supermarkets 113 111 104
Other 1 1 1
TOTAL International 3,941 3,851 3 904
28
ANALYST AND INVESTOR CONTACTS
Régine Gaggioli – Tel: +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
PRESS CONTACTS
Casino
Tél : +33 (0)1 53 65 24 78
IMAGE 7
Grégoire Lucas
Tél : +33 (0)1 53 70 74 84
Mob : +33 (0)6 71 60 02 02
Disclaimer
This press release was prepared solely for information purposes, and should not be construed as a solicitation or
an offer to buy or sell securities or related financial instruments. Likewise, it does not provide and should not be
treated as providing investment advice. It has no connection with the specific investment objectives, financial
situation or needs of any receiver. No representation or warranty, either express or implied, is provided in relation
to the accuracy, completeness or reliability of the information contained herein. It should not be regarded by
recipients as a substitute for the exercise of their own judgement. All the opinions expressed herein are subject to
change without notice.
29
(1) Scope: The Casino Guichard Perrachon parent company, French businesses and wholly-owned holding companies.
H1 2015 debt of Casino in France presented based on the H1 2016 scope (2) In accordance with the IFRS 5 standard and to facilitate comparison, H1 2015 accounts have been restated to reflect the impact
of the disposal of operations in Thailand and Vietnam (3) Debt after reclassification of put option liabilities as financial liabilities, including net assets, Group share, that the Group decided
to sell during the 2015 financial year (primarily Vietnam). The Group has reviewed in 2015 the definition of net financial debt mainly in view of net assets held for sale in connection with its debt reduction plan and debt of "minorities puts”
The NFD at 30 June 2015 has been restated according to this new definition
Note: Organic and same-store changes exclude fuel and calendar effects
CER: Constant Exchange Rate
The Issuer published the following press release on 29 July 2016:
HALF-YEAR RESULTS 2016
Group consolidated net sales of €19.7bn, up +2.7% on an organic basis
In France:
▪ Increase in activity: growth of +0.9% on a same-store basis and +2.0% on an organic basis
▪ Further market share gains
Latam Retail:
▪ Sustained good performances in Colombia, Argentina and Uruguay
▪ Improved sales in Brazil with a stepped-up development of cash & carry and the initial results of
Multivarejo's sales relaunch plan which weighed on profitability
Latam Electronics: stabilisation of activity at Via Varejo since Q2 2016
E-commerce:
▪ Cdiscount: good performance over the semester
▪ Cnova Brazil: activity still impacted by Brazil's economic environment
Group trading profit of €317m for the period
In France, significant recovery in results: trading profit of +€85m versus -€53m in H1 2015 restated
Latin America: lower results in Brazil related to the economic environment
and the promotional relaunch at Extra
E-commerce: improved profitability at Cdiscount and decline at Cnova Brazil
Consolidated net profit, Group share of €2,581m, related to capital gains from the disposal
of Asia
Sharp decline in net financial debt of Casino in France(1)
(€4,027m versus €8,482m in H1 2015 restated)
and decision on July 28th
2016 to pay an interim dividend of €1.56 per share
In €m H1 2015 reported H1 2015 restated(2)
H1 2016
Consolidated net sales 23,668 21,581 19,673
EBITDA 994 801 670
EBITDA margin 4.2% 3.7% 3.4%
Trading profit 521 388 317
Trading margin 2.2% 1.8% 1.6%
Trading profit and share of profit
of associates 558 425 335
Consolidated net profit,
Group share 79 79 2,581
Net underlying profit (loss),
Group share 63 6 (3)
Consolidated net financial debt (8,512) (8,438)(3) (6,343)
Net financial debt of Casino in France(1) (8,487) (8,482)(3) (4,027)
30
(1) Information communicated by the subsidiairies
Total Group sales of €19.7bn supported by good growth in activity in France and improved sales in Brazil
In first-half 2016, Group consolidated net sales totalled €19.7bn, up +2.7% on an organic basis.
In France, organic sales growth stood at +2.0%. The recovery was confirmed by recurring market share gains.
Géant Casino recorded steadily rising sales and the banner continued to gain market share. Leader Price enjoyed
strong growth over the semester and continued its franchise network roll-out. The other banners of the Group
(Casino Supermarchés, Monoprix, Franprix and Proximity) all turned in a satisfactory performance.
Food retail activities in Latin America recorded strong organic growth of +10.0% over the semester, driven by
improved sales in Brazil and sustained performances in Colombia, Argentina and Uruguay.
Via Varejo's sales improved since Q2 2016 thanks to banner conversions, growth in mobile phone sales, an
improved merchandise offering and growth in services. The banner gained market shares both in the specialist
market and the overall market.
In the E-commerce segment, Cdiscount achieved a satisfactory increase in sales (+13.7% on an organic basis in
H1 2016). Cnova's activity in Brazil contracted, notably due to the country's economic environment.
Decrease of -2.4% in trading profit at constant exchange rates and recovery in profitability in France
The year-on-year change in trading profit was impacted by the disposal of operations in Asia and currency effects.
At constant exchange rates and compared to H1 2015 restated of this disposal, H1 2016 trading profit totalled
€379m, decreasing by -2.4%.
In France, trading profit totalled €85m, a significant improvement (+€137m) over H1 2015 restated.
Trading profit from the food retail business (€35m) rose by +€169m. Géant Casino, Leader Price and Casino
Supermarkets all showed improved profitability over the period. Monoprix and Franprix banners achieved
satisfactory profitability.
Property development trading profit stood at €49m versus €81m in H1 2015.
Trading profit for Latam Retail (€212m) decreased by -10.9% at CER.
In Brazil, Multivarejo continued commercial relaunch plans at Extra in Q2 2016. SG&A costs evolution was
slower than inflation thanks to cost control plans. Multivarejo sales margin improved following the recognition of
tax credits (positive effect of +250bp in Q2 2016(1)
). Pão de Açucar maintained a high level of profitability and
convenience registered a gradual improvement of its profitability.
Assaí posted an improved operating leverage with a stable gross margin excluding the effect of tax credits.
Operations in Colombia, Uruguay and Argentina all turned in a satisfactory performance.
Latam Electronics trading profit (€100m), decreased -35.1% at CER given the unfavourable basis of comparison.
Gross margin was impacted by tax credits and tax changes (two of them with a positive effect of +770bp on gross
margin and the third one with a negative effect of -240bp on EBITDA margin in Q2 2016(1)
).
The E-commerce segment posted a trading loss of -€80m in S1 2016. Cdiscount's profitability improved compared
to H1 2015. Cnova Brazil's results were affected by the decrease in sales. Action plans have been implemented to
reduce disruptions. The banner also launched a cost cutting plan.
31
(1) Calculation of diluted earnings per share includes the dilutive effect of the Monoprix mandatory convertible bonds and TSSDI
(2) Scope: The Casino Guichard Perrachon parent company, French businesses and wholly-owned holding companies.
H1 2015 debt of Casino in France presented based on the H1 2016 scope
Underlying financial income and underlying net profit, Group share
Net underlying financial expense stood at -€267 (compared with -€213m in H1 2015 restated).
In France, financial income improved as a result of deleveraging operations.
Colombia's increased debt impacted financial income within the Latam Retail segment.
For E-commerce, higher interest rates in Brazil weighed on Cnova's financial income.
Casino posted an underlying net loss from continuing operations, Group share of -€3m, close to the H1 2015
figure restated for the disposal of Asia.
Diluted underlying earnings per share(1)
stood at -€0.493 in H1 2016 (versus -€0.483 in H1 2015 restated).
Reported net profit, Group share
Consolidated net profit, Group share, after taking into account a very substantial gain on asset disposals
recognised under discontinued operations, came to €2,581m.
Diluted consolidated earnings per share amounted to €22.565 in relation with the period’s disposals.
Financial position at 30 June 2016
Consolidated net financial debt of Casino group at 30 June 2016 stood at €6,343m (compared
to €8,438m at 30 June 2015 restated) primarily as a result of the Group's delevaraging programme achieved
through the disposal of activities in Asia.
Net financial debt of Casino in France(2)
at 30 June 2016 totalled €4,027m, also declining sharply (from €8,482m
at 30 June 2015 restated).
At 30 June 2016, Casino in France(2)
had €6,577m in liquidity, composed of a significant gross cash position of
€2,866m and confirmed undrawn lines of credit of €3,711m.
Casino is rated BB+ by Standard & Poor's (stable outlook) since March 21, 2016 and BBB- (stable outlook) by
Fitch Ratings.
Payment of an interim dividend
The Board of Directors has decided during the meeting held on July 28th
2016 to pay an interim dividend of €1.56
per share (50% of the annual dividend paid in respect of 2015, unchanged since the last three years) for the year of
2016. The ex-date for the interim dividend will take place on November 28th
2016 for a payment on November 30th
2016.
32
Objectives for H2 2016
In France, the Group will pursue sales growth and profitability improvement. The Group confirms the €500m
objective for the annual trading profit in France in 2016, subject to the pursuit of consumption trends.
In Latin America, the group Exito will pursue its development across various formats and countries where it
operates. In Brazil, the new commercial policy will be continued on both food (GPA Food) and non-food (Via
Varejo).
The first-half 2016 results presentation will be available on the Casino group corporate website
(www.groupe-casino.fr).
The definitions of main non-gapp indicators will also be available on the website.
***
33
(1) Previously published financial statements have been restated to reflect the sale of operations in Thailand and Vietnam
(2) CER: Constant Exchange Rate
Consolidated net sales by segment
Consolidated net sales
In €m H1 2015 restated
(1) H1 2016
France Retail 9,136 9,264
Latam Retail 7,803 6,836
Latam Electronics 2,924 2,182
E-commerce 1,719 1,391
Total Group 21,581 19,673
Consolidated EBITDA by segment
EBITDA
In €m H1 2015 restated
(1) H1 2016 at CER
(2) H1 2016
France Retail
146 268 267
Latam Retail 459 427 340
Latam Electronics 226 156 125
E-commerce (30) (78) (62)
Total Group 801 773 670
Trading profit by segment
Trading profit
In €m H1 2015 restated
(1) H1 2016 at CER
(2) H1 2016
France Retail
(53) 86 85
Latam Retail 299 267 212
Latam Electronics 191 124 100
E-commerce (50) (98) (80)
Total Group 388 379 317
34
H1 2016 Results
In €m H1 2015 restated(1)
H1 2016
Net sales 21,581 19,673
EBITDA 801 670
Trading profit 388 317
Trading profit and share profit of equity
associates 425 335
Other operating income and expenses 72 (533)
Operating profit (loss) 460 (217)
Net finance costs (91) (136)
Other financial income and expenses (301) (85)
Income tax benefit (expense) 54 19
Share of profit of equity associates 37 18
Profit from continuing operations,
Group share 17 (296)
Profit from discontinued operations,
Group share 62 2,877
Consolidated net profit,
Group share 79 2,581
Underlying net profit, Group share 6 (3)
(1) Previously published financial statements have been restated to reflect the sale of operations in Thailand and Vietnam
35
Underlying net profit
In €m H1 2015 restated Restated
items H1 2015
underlying H1 2016
Restated items
H1 2016 underlying
Trading profit 388 388 317 317
Other operating income and expenses
72 (72) (533) 533
Operating profit (loss) 460 (72) 388 (217) 533 317
Net finance costs (91) (91) (136) (136)
Other financial income and expenses
(301) 179 (122) (85) (46) (131)
Income tax (benefit) expense 54 (110) (57) 19 (80) (61)
Share of profit of equity associates
37 37 18 18
Net profit (loss) from continuing operations
159 (3) 156 (400) 407 7
Attributable to minority interests
142 7 149 (104) 114 10
Group share 17 (11) 6 (296) 293 (3)
Underlying net profit corresponds to net profit from continuing operations adjusted for (i) the impact of other
operating income and expenses (as defined in the “Significant Accounting Policies” section of the notes to the
annual consolidated financial statements), (ii) effects of non-recurring financial items and (iii) non-recurring
income tax expenses/benefits.
Non-recurring financial items include fair value adjustments to equity derivatives instruments (for example
instruments as Total Return Swap and forward related to GPA shares) and effects of monetary updating of tax
liabilities in Brazil.
Non-recurring income tax expense/benefits correspond to tax effects related directly to the above restatements and
to direct non-recurring tax effects. In other words, the tax on underlying profit before tax is calculated at the
standard average tax rate paid by the Group.
36
Simplified H1 2016 balance sheet
In €m H1 2015 restated H1 2016
Total non-current assets 29,231 26,393
Total current assets 13,025 13,128
Total actifs 42,257 39,521
Total equity 14,812 14,668
Non-current financial liabilities 8,884 8,106
Other non-current liabilities 3,230 3,151
Total current liabilities 15,330 13,597
Total equity and liabilities 42,257 39,521
Breakdown of net debt by segment
En M€ S1 2015 reported H1 2015 restated
(1) H1 2016
France Retail
(8,487) (8,482) (4,027)
Latam Retail (30) 39 (2,263)
o/w Brazil (749) (679) (1,136)
o/w Colombia 617 617 (1,194)
Latam Electronics 511 511 222
Asia (555) (555) 0
E-commerce 49 49 (275)
Total (8,512) (8,438) (6,343)
(1) Debt after reclassification of put option liabilities as financial liabilities, including net assets, Group share, that the Group decided to sell
during the 2015 financial year. The Group has reviewed in 2015 the definition of net financial debt mainly in view of net assets held for sale in connection with its debt reduction plan and debt of "minorities puts” NFD at 30 June 2015 has been restated according to this new definition
37
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tel: +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
PRESS CONTACT
Casino
Tel: +33 (0)1 53 65 24 78
IMAGE 7
Grégoire Lucas
Tel: +33 (0)1 53 70 74 84
Mob: +33 (0)6 71 60 02 02
Disclaimer
This press release was prepared solely for information purposes, and should not be construed
as a solicitation or an offer to buy or sell securities or related financial instruments. Likewise, it does not provide
and should not be treated as providing investment advice. It has no connection with the specific investment
objectives, financial situation or needs of any receiver. No representation or warranty, either express or implied, is
provided in relation to the accuracy, completeness or reliability of the information contained herein. It should not
be regarded by recipients as a substitute for the exercise of their own judgement. All the opinions expressed herein
are subject to change without notice.
38
The Issuer published the following press release on 9 August 2016:
CONFIRMATION OF GROUPE CASINO’S INTENTION TO LAUNCH A CASH TENDER OFFER
FOR ANY AND ALL OUTSTANDING COMMON SHARES OF CNOVA N.V.
Following today’s announcement by Cnova N.V.1 (“Cnova”) and Via Varejo SA (“Via Varejo”), entities of the
Casino Group, that they have entered into a binding agreement governing the reorganization of Cnova’s Brazilian
subsidiary, Cnova Brazil, within Via Varejo (the “Reorganization”), Casino, Guichard-Perrachon is affirming its
intention, previously announced on May 12, 2016, to launch a voluntary cash tender offer for any and all
outstanding Cnova common shares at an offer price of US$5.50 (and an offer price of €4.962), following and
subject to the completion of the Reorganization, which is expected to occur during the fourth quarter of 2016.
The offer price represents an 82% premium to the closing price for Cnova shares on April 27, 2016 (US$3.03), the
last trading day prior to initial public reports of the potential offer.
By a separate agreement, Companhia Brasileira de Distribuçao (a minority shareholder of Cnova N.V. and entity of
the Casino Group) has agreed not to tender its Cnova shares into Casino’s offer or otherwise transfer or dispose of
its shares prior to settlement of the offer.
Note to investors:
In this press release, Casino cautions that there can be no assurance as to when Casino’s offer will be launched or
whether it will be launched at all. The launch of Casino’s voluntary tender offer will follow completion of the
Reorganization, which remains subject to the fulfilment of certain conditions precedent (including, in particular,
the absence of a material adverse event prior to completion of the Reorganization).
Important Information for Investors and Security Holders:
This press release does not constitute an offer to purchase, nor a solicitation to sell any securities. Investors are
strongly advised to read, if and when they become available, the information materials relating to the tender offer
because they will contain important information.
The potential tender offer for Cnova’s outstanding ordinary shares, par value €0.05 per share, described in this
press release has not commenced and may never commence. If and when the offer is commenced, Casino will file
a tender offer statement on Schedule TO with the U.S. Securities and Exchange Commission (the “SEC”), Cnova
will timely file a solicitation/recommendation statement on Schedule 14D-9 with respect to the offer, Casino will
file a draft tender offer memorandum (projet de note d’information) with the French Autorité des marchés
financiers (“AMF”) and Cnova will timely file a draft memorandum in response (projet de note d’information en
réponse) including the recommendation of its board of directors, with respect to the offer. Casino and Cnova
intend to mail these documents to the shareholders of Cnova to the extent permissible under applicable laws. Any
tender offer document and any document containing a recommendation with respect to the offer statement
(including any offer to purchase, any related letter of transmittal and other offer documents) and the
solicitation/recommendation statement will contain important information that should be read carefully before any
decision is made with respect to any tender offer. Those materials, as amended from time to time, will be made
available to Cnova’s shareholders at no expense to them at www.cnova.com. In addition, any tender offer
1 Press release of Cnova as of August 8, 2016 available on the website of the company (http://www.cnova.com/en)
2 Estimate given for reference only on the basis of the European central bank exchange rate as of August 8, 2016 (1
€ for 1.1087 US$)
39
materials and other documents that Casino and/or Cnova may file with the SEC and the AMF will be made
available to all investors and shareholders of Cnova free of charge at www.groupe-casino.fr and www.cnova.com.
Unless otherwise required by law, all of those materials (and all other offer documents filed with the SEC and the
AMF) will be available at no charge on the SEC’s website: www.sec.gov and on the AMF’s website: www.amf-
france.org.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tel : +33 (0)1 53 65 64 17
ou
+33 (0)1 53 65 24 17
PRESS CONTACTS
CASINO
Tel : +33 (0)1 53 65 24 78
IMAGE 7
Grégoire Lucas
Tél : +33 (0)1 53 70 74 84
Mob : +33 (0)6 71 60 02 02
40
The Issuer published the following press release on 19 September 2016
THE CONFORAMA AND CASINO GROUPS ARE TO CREATE
A JOINT CENTRAL PURCHASING AGENCY FOR NON-FOOD PRODUCTS
WITH OPERATIONS SET TO LAUNCH FOR THE 2017 PURCHASING NEGOTIATIONS
Named “Mano”, the agency will aim to optimise for both groups purchasing in France from the main international
suppliers of household appliances (both white and brown goods).
It will thus be positioned as the leader or co-leader in its areas of activity and enhance the competitiveness of the
Conforama, Cdiscount, Géant, Monoprix and Casino Supermarket banners.
The Conforama and Casino Groups will each continue to independently operate their sales outlets and e-commerce
sites in line with their banners' identities and their respective sales strategies.
About:
Conforama, a major player in the European household goods market, currently operates a total of 286 stores, of
which 203 in France and 83 spread among Spain, Switzerland, Portugal, Luxembourg, Italy, Croatia and Serbia.
The banner generated net sales of €3.5 billion in the 2016 financial year and has 13,400 employees. For more
information: www.conforama.fr
Conforama press contacts:
Isabelle Hoppenot: +33 (0)1 60 95 25 62 / +33 (0)6 25 58 14 38 – E-mail: [email protected]
Rhizlène Mimoun: +33 (0)1 60 95 26 43 / +33 (0)6 25 58 95 52 – E-mail: [email protected]
Casino Group: A food and non-food retail specialist, the Casino Group generated €46.1 billion in sales in 2015
thanks to its 15,344 sales outlets, including 10,627 in France, and more than 325,820 employees worldwide.* In
France, the Group has successfully implemented a multi-format, multi-brand and multi-channel model that draws
on its extensive network of hypermarkets (Géant), supermarkets (Casino), urban supermarkets (Monoprix,
Franprix, Leader Price) and convenience stores (Casino Shop, Vival, Spar, Leader Price Express) as well as its
market-leading e-commerce site, Cdiscount. The Group is notably present in Latin America, where it is No. 1 in
Brazil thanks to GPA and Via Varejo and in Colombia with Grupo Éxito.
* 2015 figures
Casino Group press contacts:
Corporate Communications
Tel. +33 (0)1 53 65 24 78
Image 7
Karine Allouis – [email protected] – +33 (0)1 53 70 74 81
Simon Zaks – [email protected] – +33 (0)1 53 70 74 63
41
The Issuer published the following press release on September 20th
2016:
Launch of a bond public tender offer
Casino announces to have launched today a public tender offer on its notes maturing in August 2019, in January
2023 and in August 2026.
Results will be released next Wednesday, September 28th
.
This transaction will allow the Group to further reduce its gross debt in France.
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON OR IN OR INTO THE
UNITED STATES (EACH AS DEFINED IN REGULATION S UNDER THE U.S. SECURITIES ACT OF 1933, AS
AMENDED) OR IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR
DISTRIBUTE THIS PRESS RELEASE.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tél : +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
PRESS CONTACTS
Casino
Tél : +33 (0)1 53 65 24 78
IMAGE 7
Grégoire Lucas
Tél : +33 (0)1 53 70 74 84
Mob : +33 (0)6 71 60 02 02
Disclaimer
This press release was prepared solely for information purposes and should not be construed as a solicitation or an offer to buy or sell securities or
related financial instruments. Similarly, it does not give and should not be treated as giving investment advice. It has no connection with the
investment objectives, financial situation or specific needs of any recipient. No representation or warranty, either express or implicit, is provided in
relation to the accuracy, completeness or reliability of the information contained herein. It should not be regarded by recipients as a substitute for
exercise of their own judgement. All opinions expressed herein are subject to change without notice.
This document contains certain forward-looking statements. This information is not historical data and should not be interpreted as guarantees of the
future occurrence of such facts and data. These statements are based on data, assumptions and estimates that the Group believes are reasonable.
The Group operates in a competitive and rapidly changing environment. It is therefore not in a position to predict all of the risks, uncertainties or other
factors that may affect its business, their potential impact on its business, or the extent to which the occurrence of a risk or a combination of risks
could have results that are significantly different from those included in any forward-looking statement. The forward-looking statements contained in
this press release are made only as of the date hereof. Except as required by any applicable law, rules or regulations, the Group expressly disclaims
any obligation or undertaking to publicly release any updates of any forward looking statements contained in this press release to reflect any change
in its expectations or any change in events, conditions or circumstances on which any forward-looking statement contained in this press release is
based.
42
The Issuer published the following press release on September 28th
2016:
Success of the bond public tender offer
for a total amount of €333m
The public bond tender offer launched on Tuesday September 20th allows Casino to buyback respectively
€150.0m, €95.2m and €88.1m of the bonds maturing in August 2019, January 2023 and August 2026, i.e. a
cumulated nominal amount of €333.3m.
Bonds purchased by Casino in the context of this transaction will be cancelled on September 30th, 2016. Nominal
amounts will then be reduced to €850.0m for bonds maturing in August 2019, €758.0m for bonds maturing in
January 2023 and €513.9m for bonds maturing in August 2026.
This operation increases the amount of bond buyback in 2016 at €978m. Taking into account the redemption of the
April 2016 bond, the total outstanding amount of Casino bonds has been reduced by €1,364m in 2016 to date.
This bond tender offer has no material impact on the financial expenses in 2016 and will improve the 2017
financial result by c.€10m.
Bank of America Merrill Lynch, Commerzbank, Credit Suisse, ING, JP Morgan, Natixis and Société Générale acted
as dealer managers on this transaction.
ANALYST AND INVESTOR CONTACTS
Régine GAGGIOLI – Tél : +33 (0)1 53 65 64 17
or
+33 (0)1 53 65 24 17
PRESS CONTACTS
Casino
Tél : +33 (0)1 53 65 24 78
IMAGE 7
Grégoire Lucas
Tél : +33 (0)1 53 70 74 84
Mob : +33 (0)6 71 60 02 02
43
Disclaimer
This press release was prepared solely for information purposes and should not be construed as a solicitation or an
offer to buy or sell securities or related financial instruments. Similarly, it does not give and should not be treated
as giving investment advice. It has no connection with the investment objectives, financial situation or specific
needs of any recipient. No representation or warranty, either express or implicit, is provided in relation to the
accuracy, completeness or reliability of the information contained herein. It should not be regarded by recipients as
a substitute for exercise of their own judgement. All opinions expressed herein are subject to change without notice.
This document contains certain forward-looking statements. This information is not historical data and should not
be interpreted as guarantees of the future occurrence of such facts and data. These statements are based on data,
assumptions and estimates that the Group believes are reasonable. The Group operates in a competitive and
rapidly changing environment. It is therefore not in a position to predict all of the risks, uncertainties or other
factors that may affect its business, their potential impact on its business, or the extent to which the occurrence of a
risk or a combination of risks could have results that are significantly different from those included in any forward-
looking statement. The forward-looking statements contained in this press release are made only as of the date
hereof. Except as required by any applicable law, rules or regulations, the Group expressly disclaims any
obligation or undertaking to publicly release any updates of any forward looking statements contained in this press
release to reflect any change in its expectations or any change in events, conditions or circumstances on which any
forward-looking statement contained in this press release is based.
44
GENERAL INFORMATION
Paragraphs (3), (4), (8) and (15) of the section entitled “General Information” on pages 123 et seq. of the
Base Prospectus shall be replaced by the following:
(3) “Except as disclosed in the section “Recent Developments” of the Base Prospectus on pages 75 et seq.
of the Base Prospectus, there has been no significant change, nor any development reasonably likely to
involve a significant change, in the financial or trading position or general affairs of Casino Finance
since 31 December 2015 or of Casino or of the Group taken as a whole since 30 June 2016.
Except as disclosed in Item 7.1 of the cross-reference list in the section “Documents Incorporated by
Reference” on page 22 of the Base Prospectus, there has been no material adverse change in the
prospects of Casino or Casino Finance or of the Group taken as a whole since 31 December 2015”
(4) “Information on litigations is provided in pages 112 to 114, 212 and 214 of the 2015 Document de
Référence, notes 6 and 11 to the consolidated financial statements included on pages 11, 34, 42 and 43
in the Interim Report First Half 2016 and in the section “Recent Developments” of the Base
Prospectus. Except as disclosed in such documents, neither Casino nor Casino Finance nor any member
of the Group is or has been involved in any other governmental, legal or arbitration proceedings
including any such proceedings that are pending or threatened of which the Issuers are aware during a
period covering at least the previous 12 months which may have, or have had in the recent past,
significant effects on the financial position or profitability of the Group.”
(8) “For so long as Notes issued under the Programme are outstanding, the following documents will be
available during usual business hours on any weekday (Saturdays and public holidays excepted), for
inspection at the office of the Fiscal Agent or the Paying Agent:
(i) the statuts of Casino and Casino Finance,
(ii) the published documents de référence, the audited non-consolidated and consolidated
accounts of Casino for the three financial years ended 31 December 2013 and 2014 and
2015, the audited consolidated accounts of Casino for the six-month periods ended 30 June
2015 and 30 June 2016 and the audited accounts of Casino Finance for the three financial
years ended 31 December 2013 and 2014 and 2015 and the APM Guidelines,
(iii) the Final Terms for Notes that are listed on the official list of the Luxembourg Stock
Exchange or any other EEA Regulated Market,
(iv) a copy of the Base Prospectus together with any Supplement to the Base Prospectus or
further Base Prospectus, and
(v) all reports, letters and other documents, historical financial statements, valuations and
statements prepared by any expert at the relevant Issuer’s request any part of which is
included or referred to in the Base Prospectus.”
(15) “Ernst & Young et Autres at Tour Oxygène, 10-12, boulevard Vivier Merle, 69393 Lyon Cedex 03,
France, and Deloitte & Associés, 185, avenue Charles de Gaulle, 92200 Neuilly Sur Seine, France
(both entities regulated by the Haut Conseil du Commissariat aux Comptes and duly authorised as
Commissaires aux comptes and belonging to the Compagnie Nationale des Commissaires aux Comptes
de Versailles) have audited and rendered unqualified audit reports (i) on the consolidated financial
statements of Casino for the years ended 31 December 2013 included in the 2013 Document de
Référence, (ii) on the consolidated financial statements of Casino for the years ended 31 December
45
2014 included in the 2014 Document de Référence and (iii) on the consolidated financial statements of
Casino for the years ended 31 December 2015 included in the 2015 Document de Référence. Ernst &
Young et Autres and Deloitte & Associés have reviewed and rendered unqualified review reports (i) on
the consolidated financial statements of Casino for the period from 1 January 2015 to 30 June 2015
included in the Interim Report First Half 2015 and (ii) on the consolidated financial statements of
Casino for the period from 1 January 2016 to 30 June 2016 included in the Interim Report First Half
2016.”