Registration Document

Transcription

1 2016 Registration Document

2 Contents Chapter 1 Presentation of the Casino Group Financial highlights Significant events of the period Business and strategy Real estate assets Stock market value of listed companies Simplified organisation chart (at 31 December 2016) 13 Chapter 2 Business report Business report Parent company information Subsidiaries and associates Recent events Outlook and conclusion 26 Chapter 3 Consolidated financial statements Year ended 31 December Statutory Auditors report on the consolidated financial statements Financial statements Notes to the consolidated financial statements 36 Chapter 4 Parent company financial statements for the year ended 31 December Statutory Auditors report on the financial statements Parent company financial statements and notes Notes to the financial statements Five-year financial summary Subsidiaries and associates Statutory Auditors report on regulated party agreements and commitments 147 Chapter 5 Corporate governance/chairman s Report Corporate Governance Code Composition of the Board of Directors Senior Management Information about corporate officers Preparation and organisation of the Board of Directors work Other information in the Chairman s report Statutory Audits Statutory Auditors report prepared in accordance with Article L of French Commercial Code (Code de commerce) on the report prepared by the Chairman of the Board of Directors of the company 193 Chapter 6 Executive and management compensation Procedures for determining corporate officers compensation and directors fees Chairman and Chief Executive Officer s compensation Compensation and/or directors fees paid to the other corporate officers Executive Committee compensation Stock options and free shares 202 Chapter 7 Risk factors and insurance Risk factors Internal control and risk management Insurance risk coverage 221 Chapter 8 Corporate social responsibility (CSR) CSR continuous improvement programme Policies and initiatives in place Casino Group non-financial results Reporting methodology for CSR indicators Independent verifier s report on consolidated social, environmental and societal information presented in the management report 262 Chapter 9 Casino and its shareholders The market for Casino securities Dividend and tax Share buyback programme Share capital and share ownership Employee stock options and free share grants Financial reporting Shareholders Consultative Committee 280 Chapter 10 Annual General Meeting of 5 May Presentation and draft resolutions Statutory Auditors special reports at the Combined Shareholders Meeting of 5 May Chapter 11 Additional information General information Factors liable to have an influence in the event of a public offer History of the Company Board of Directors Internal Rules Store network Person responsible for the Registration Document and annual financial report Documents incorporated by reference European regulation No. 809/2004 of 29 April 2004 Cross-reference table Annual financial report Cross-reference table Board of Directors management report Cross-reference table Chairman s report Cross-reference table CSR information Cross-reference table 350 The original French version of this translated Registration Document was filed with the Autorité des Marchés Financiers (AMF) on 6 April 2017 under number D , in accordance with Article L of the AMF s General Regulations. It may be used in connection with a financial transaction provided that is accompanied by an Information Memorandum approved by the Autorité des Marchés Financiers. It was prepared by the issuer and its signatories assume responsibility for it. This document is a free translation from French into English and has no other value than an informative one. Should there be any difference between the French and the English version, only the text in French language shall be deemed authentic and considered as expressing the exact information published by the Casino Group.

3 Chapter 1 Presentation of the Casino Group 1.1. Financial highlights Significant events of the period Business and strategy Real estate assets Stock market value of listed companies Simplified organisation chart (at 31 December 2016) Registration Document 01

4 Presentation of the Casino Group 1.1. Financial highlights 1.1. FINANCIAL HIGHLIGHTS Continuing operations ( millions) restated 2014 (1) 2016/2015 change ( ) 2016/2015 organic change Net sales 36,030 35,312 48, % +5.4% EBITDA (2) 1,697 1,689 3, % +2.3% Trading profit 1, , % +3.8% Net profit (loss) from continuing operations, Group share 33 (65) 253 Net profit (loss) from discontinued operations, Group share 2, (2) Consolidated net profit (loss), Group share 2,679 (43) 251 Underlying net profit (3), Group share (1) Key figures reported in 2014 and therefore not restated to reflect discontinued operations. (2) EBITDA = Earnings before interest, taxes, depreciation and amortisation = Trading profit + depreciation and amortisation expense. (3) Underlying net profit corresponds to net profit from continuing operations adjusted for the impact of other operating income and expenses, the impact of non-recurring financial items, and non-recurring income tax expense/benefits (see section 2.1.4). Gross capital expenditure related to continuing operations Gross capital expenditure in France covers both food retailing and property operations. The Group s property rotation policy translates into both gross capital expenditure and sales of property. ( millions) (2) Capital expenditure 1,160 1,222 1,563 of which France (1) of which International of which E-commerce As a % of net sales 3.2% 3.5% 3.2% (1) In 2014, Cdiscount s gross capital expenditure was reported under France. (2) Key figures reported in 2014 and therefore not restated to reflect discontinued operations. Debt and equity ( millions) Equity (before appropriation) 14,440 12,419 15,608 Net debt 3,367 6,073 5,733 (1) Net debt to EBITDA ratio 2.0x 2.6x (2) 1.8x (1) The Group reviewed its definition of net debt in 2015, mainly in relation to net assets held for sale as part of its debt reduction plan and to debt corresponding to minority puts net debt was adjusted accordingly. (2) EBITDA reported in SIGNIFICANT EVENTS OF THE PERIOD On 14 January 2016, the Group indicated that it was reviewing a plan to dispose of its Thailand-listed subsidiary Big C. On 7 February 2016, the Casino Group announced that it had signed a contract to sell its stake in Big C Thailand for 3.1 billion to Thailand-based TCC group. On 21 March 2016, the Group confirmed its deleveraging strategy following Standard & Poor s decision to downgrade Casino s credit rating to BB+/stable outlook. On the same day, the Group announced that it had sold its stake in Big C Thailand, hence enabling a reduction in net debt of 3.3 billion, with a capital gain of 2.4 billion. On 29 April 2016, the Casino Group announced that it had sold its stake in Big C Vietnam to the Central group for 1 billion. The Group s debt reduction following this sale represents 4.2 billion Registration Document

5 Presentation of the Casino Group 1.3. Business and strategy On 3 May 2016, the Casino Group exercised its call option on the 500 million bond convertible into Monoprix shares. On 12 May 2016, on the announcement of the merger between Cnova Brazil and Via Varejo, the Casino Group announced its plan to launch a voluntary tender offer for the ordinary shares of Cnova N.V. for a price of USD 5.5 per share. On 8 August 2016, this project was confirmed following the signature of the final agreements governing the merger between Cnova Brazil and Via Varejo. On 25 May 2016, the Casino Group and the Baud family came to a financial agreement to end their legal dispute which had been ongoing since The agreement also provided that Casino would acquire the family s 50% stake in Geimex, owner of the international rights to the Leader Price brand. On 13 June 2016, the Casino Group announced the success of its bond tender offer launched on 10 June, with a total of million in bonds from various tranches bought back. On 22 August 2016, Régis Schultz joined Monoprix as Chairman and member of the Executive Committee of the Casino Group. On 19 September 2016, the Conforama and Casino groups announced that they had created a joint central purchasing agency for non-food products. Known as Mano, this agency will aim to optimise purchases of household appliances for both groups as from On 28 September 2016, the Casino Group announced the success of its bond tender offer launched eight days earlier, with a total of million in bonds bought back. On 23 November 2016, the Board of Directors of Casino approved Brazilian subsidiary CBD s plan to sell Via Varejo. On 30 November 2016, the Casino and Conforama groups stepped up their purchasing partnership by creating SICA, a shared international purchasing agency that will start operations in On 6 December 2016, the Casino Group filed a draft public tender offer for Cnova N.V. shares. On 23 December 2016, the two groups announced the launch of this transaction, which was completed on 31 January BUSINESS AND STRATEGY Major milestones in the Group s history The Casino banner dates back to 1898, when Geoffroy Guichard created Société des Magasins du Casino and opened the first store in Veauche in central France. Just three years later, in 1901, the first Casino brand products were launched, thus pioneering the private-label concept. The Group expanded rapidly until the eve of the Second World War, opening more than 500 stores in ten years. It initially focused on the Saint-Étienne and Clermont-Ferrand areas and during the 1930s expanded its reach to the Côte d Azur. In 1939, the Group managed a total of nine warehouses, 20 plants and nearly 2,500 outlets. From 1950 onwards, the Group embarked on a policy of diversifying its formats and activities. The first self-service store opened in 1948, the first Casino supermarket in 1960, the first Casino cafeteria in 1967 and the first Géant hypermarket in At the end of the 1970s, Casino began to expand outside France by launching a chain of cafeterias in the United States and then acquiring 90 cash & carry stores under the Smart & Final banner in The mid-1980s marked a turning point in the Group s expansion. It adopted a redeployment strategy aimed at achieving critical mass to improve its resilience in an increasingly competitive retail industry. This strategy consisted first and foremost of expanding its operations in France and refocusing on its core business as a retailer. Between 1985 and 1996, it acquired control of two retail companies in eastern and southern France, Cédis and La Ruche Méridionale, signed partnership agreements with the Corse Distribution group and with Coopérateurs de Normandie-Picardie, and took over Rallye s retail business comprising hypermarkets, supermarkets and cafeterias (1992). The Group also launched a programme to refurbish its hypermarkets and modernise its convenience store network, with the aim of repositioning both its corporate image and the image of its banners. Casino created Spar France in 1996 and acquired a stake in Monoprix-Prisunic in It also took a majority stake in the Franprix and Leader Price banners in 1997, making it the leading retailer in Paris. As a result of these developments, on the eve of the new millennium, Casino had become one of France s leading retail groups. Leveraging its strong domestic position, the Group then decided to strengthen its international presence and embarked on an active international expansion policy in From 1998 to 2002, it acquired a large number of retail companies in Latin America (Libertad in Argentina, Disco in Uruguay, Éxito in Colombia, GPA in Brazil and Cativen in Venezuela), Asia (Big C in Thailand and Big C in Vietnam), the Netherlands (Laurus, now Super de Boer) and the Indian Ocean region (Vindémia in Reunion, Madagascar, Mayotte and Mauritius). It also moved into Poland and Taiwan, opening its first Polish hypermarket in Warsaw in 1996 followed by a Leader Price store in 2000, and its first hypermarket in Taiwan in Since 2000, Casino has strengthened its presence in France in the most buoyant formats and expanded in its most promising international markets. In France, Casino has adapted its business mix to meet changing market trends Registration Document 03

6 Presentation of the Casino Group 1.3. Business and strategy The Group has strengthened its positioning in convenience and discount formats through major acquisitions. In 2000, it acquired a stake in online retailer Cdiscount and raised its interest in Monoprix to 50%. The strategic agreement with Galeries Lafayette, renewed in 2003 and 2008, led to the signing of a memorandum of settlement in July 2012 concerning the acquisition by Casino of the 50% interest in Monoprix held by Galeries Lafayette. The acquisition was completed after the agreement was approved by the relevant competition authorities. Since 2009, Casino has also owned 100% of both Franprix Holding and Leader Price Holding. In addition, Casino has begun to develop other businesses connected with retailing, such as financial services and commercial real estate. In 2001, it joined forces with LaSer Cofinoga to create Banque du Groupe Casino. In July 2010, it signed a partnership agreement in financial products and services with Groupe Crédit Mutuel-CIC, which was scheduled to increase its interest in Banque Casino to 50%, with Casino owning the remaining 50%. In 2005, the Group s commercial galleries were spun off into a new company, Mercialys, which was floated on the stock exchange, and has been accounted for by the equity method since 21 June 2013, the date of the Annual General Meeting at which Casino s loss of control was recorded. In the international markets, Casino first began to refocus its business on two core regions, Latin America and Southeast Asia. From 2005 to 2007, the Group acquired joint control of the GPA Group in Brazil, and became majority shareholder of Éxito in Colombia and Vindémia in the Indian Ocean region. In 2010, the partnership between GPA and Casas Bahia, the leading non-food retailer in Brazil, and Big C s acquisition of Carrefour Thailand (42 stores) significantly increased the Group s footprint in these two regions. In 2006, Casino sold its Polish retailing businesses and its 50% interest in its Taiwanese subsidiary Far Eastern Géant, followed by its interest in the U.S. banner Smart & Final in In 2009, Casino sold its 57% interest in Dutch retailer Super de Boer. In 2010, the Venezuelan government ordered the nationalisation of Éxito hypermarkets operating in Venezuela. Casino therefore sold 80% of its subsidiary Cativen to the Bolivarian Republic of Venezuela and retained the remaining 20% in the context of an operational partnership. In 2012, Casino took control of GPA, the leading retailer in Brazil and the country s biggest private employer, thus becoming GPA s only controlling shareholder. In 2013, Casino obtained exclusive control of the Monoprix group, hence continuing the development strategy initiated in 1996 with a focus on convenience formats. In 2014, the Group created Cnova to centralise all E-commerce activities. This new entity launched an initial public offering on NASDAQ Global Select in November of the same year. Also in 2014, Casino and Intermarché signed a purchasing cooperation agreement effective from In 2015, Casino strengthened its organisational structure by combining all of its Latin American operations under its Colombian subsidiary Éxito. The Group sold to Éxito (i) a 50% interest in its French holding company, which holds voting shares in its Brazilian subsidiary GPA representing around 18.8% of GPA s share capital, and (ii) 100% of Libertad, a Group subsidiary in Argentina. In December 2015, Casino announced a plan to reduce its debt by more than 2 billion in 2016, later increased to 4 billion. In 2016, the Group exceeded the objectives of its debt reduction plan following the sale of its operations in Thailand and Vietnam, in March and April respectively, for a total of 4.2 billion. In May, the Casino Group announced the combination of Cnova Brazil with Via Varejo, as well as its plan to launch a voluntary tender offer for the ordinary shares of Cnova N.V. held by the public for a price of USD 5.5 per share. In November, the Board approved GPA s decision to focus on developing its food operations and to start negotiations for the sale of its investment in Via Varejo. Also during the month, the Conforama and Casino groups created a joint central purchasing entity for non-food products in France known as Mano, and stepped up and extended their purchasing partnership by creating the SICA shared international purchasing agency. In January 2017, Casino and Cnova N.V. announced the final results of the tender offer for the ordinary shares of Cnova N.V. in the United States and France. Following this transaction, Casino, Guichard Perrachon holds 98.88% of Cnova s share capital and 99.41% of the voting rights Business and strategy A. Group profile in 2016 Casino is a leading food retailer in France and abroad. At 31 December 2016, it had a total of 12,969 stores in various formats and across various channels (1). Following the disposal of its operations in Asia, the announcement of plans to sell its electronics business in Latin America (Via Varejo) and the streamlining of its E-commerce activities, the Group now reports on three segments: France Retail: the Casino, Monoprix, Franprix-Leader Price and Vindémia banners; Latam Retail: the GPA, Éxito, Grupo Disco Uruguay and Libertad food banners; E-commerce: Cdiscount. The France Retail segment accounts for 53% of net sales and 49% of trading profit. Casino operates 117 Géant Casino hypermarkets (2), 414 Casino Supermarkets (2), 647 Monoprix stores (2), 858 Franprix stores, 796 Leader Price discount stores, 6,065 convenience stores and 185 stores in the Indian Ocean region (Vindémia) (3). In Latin America, Casino mainly operates in four countries (Brazil, Colombia, Argentina and Uruguay) and has 3,114 stores across all formats. The Latin American operations are grouped together in the Latam Retail segment, which represents 42% of net sales and 51% of trading profit. Lastly, the E-commerce segment (Cnova) accounts for 5% of net sales and reported a trading loss of 11 million in (1) Excluding Via Varejo. (2) Excluding international affiliates. (3) Vindémia, whose head office is located in Reunion, is included in the France Retail segment Registration Document

7 Presentation of the Casino Group 1.3. Business and strategy Since 2014, the Casino Group has formed a number of purchasing partnerships with various retailers. The first was with Intermarché in 2014 for the purchase of national brands exclusively in France. This alliance has enabled both partners to optimise purchasing and, at the national level, to improve the services offered to suppliers, for national brand products from multinational companies, in both the food and non-food segments. In November 2015, the Casino and Dia groups formed a strategic international alliance covering purchasing and services, resulting in the creation of the ICDC Services joint venture. The purpose of ICDC Services is to improve both groups competitiveness with regard to major suppliers of national-brand food products and to coordinate purchasing negotiations for their private labels in Europe. In September 2016, the Conforama and Casino groups announced that they had created a joint central purchasing entity for non-food products, which would be operational in time for the 2017 purchasing round. Named Mano, the agency is designed to optimise purchasing in France for both groups from the main international suppliers of household appliances (both white and brown goods). Lastly, in November, the Conforama and Casino groups stepped up their partnership by creating SICA, a shared international purchasing entity that also includes other Steinhoff International Group banners. In 2016, consolidated net sales totalled 36 billion, an organic increase of 5.7% (1) compared with 2015 (2) and underlying net profit, Group share amounted to 341 million. In 2016, the key macro indicators on the Group s main markets evolved as follows: Bloomberg data at 4 April 2017 Change in household consumption (volume) Change in the consumer price index France +1.8% +0.3% Colombia +2.2% +7.5% Brazil -4.3% +8.8% B. Business and strategy France Retail Casino is one of the leading food retailers in France, with an 11.5% market share (3). The Group stands out in the French retail industry for its multi-format structure and the prevalence of convenience and discount stores in its network. Casino also pursues a strategy of differentiating its banners to meet evolving customer expectations. France Retail generated net sales of 18,939 million in 2016 and trading profit of 508 million. The French retailing market is gradually evolving, driven by changing consumer lifestyles and socio-demographic trends such as an ageing population, smaller families, family members leading separate lives and the growing individualisation of lifestyles. This has led to a greater diversity of retail formats and concepts, a broader and more segmented product offering and more individualised contact with consumers. In this environment, the multi-format structure of its portfolio, characterised by the prevalence of premium, proximity and discount, give the Group a major competitive advantage. At end-2016, the Group operated a total of 9,855 stores in France covering all food retailing formats. Number of stores by format (at 31 December 2016) (4) Format/ positioning HYPERMARKETS URBAN AND RURAL SUPERMARKETS TOWN-CENTRE SUPERMARKETS CONVENIENCE NATIONAL (SUPERETTES) CONVENIENCE PARIS REGION DISCOUNT OTHER OPERATIONS (Foodservices, drive-in, etc.) INDIAN OCEAN REGION Number of stores , Breakdown of France Retail net sales by format (at 31 December 2016) Proximity banners (Franprix and Casino proximity stores) 22% Premium banners (Monoprix and Casino supermarkets) 40% 2016 net sales: 18.9 billion Hypermarkets (Géant) and hard discount (Leader Price) 38% The profile of the stores portfolio in France presents a balanced mix in terms of activities, brands and formats. Casino has chosen to develop a precision retailing approach to most effectively meet the expectations of all of its customers. This strategy is reflected in a targeted positioning for each banner, sustained development of private-label products and a personalised marketing approach. (1) Excluding fuel and calendar effects. (2) 2015 data have been adjusted for the divested operations in Asia. In addition, following the end-2016 decision to sell Via Varejo, and in accordance with IFRS 5, Via Varejo has been reclassified under discontinued operations and is no longer included in the Group s financial statements in (3) Source: Kantar. (4) Including international affiliates (of which 12 Géant Casino hypermarkets, 33 Casino Supermarkets and 98 Monoprix stores) Registration Document 05

8 Presentation of the Casino Group 1.3. Business and strategy Sustained development of private-label products The Casino Group was a pioneer in private-label products, launching own-brand products as early as In 1931, it released its first advertisement for private-label products with the slogan Casino, above all a great brand. In 1959, the Group began to put sell-by dates on its products, well before regulations required it and, in 1984, introduced a double money-back guarantee on its products (satisfied or reimbursed twice over). Since 2005, the Group has stepped up the development of its own label by expanding the offering and launching theme-based ranges with a focus on taste and nutrition as well as continuous innovation. The strength of the brand now lies in its competitive pricing, depth of assortment and ability to regularly renew its product lines. The Casino brand portfolio covers broad product ranges designed to meet the specific needs of each of its customers. The ranges include Casino Délices for gourmet food lovers, Casino Bio for consumers seeking organic products and Casino Bien Pour Vous for consumers with special dietary needs, such as gluten-free products. Club des Sommeliers covers wines and includes a range of premium products under the Club des Sommeliers Grandes Réserves label. Tous Les Jours is a value-line label offering a range of daily food and non-food basics suited to today s modern consumer. The Group s private-label policy also stands out for its commitment to sustainable development. Casino was the first retailer to sign the government-sponsored voluntary code of commitment to nutritional progress in It was also among the first French retailers to measure the environmental impacts of its products, introducing the Casino Carbon Index in 2008 and then the Environmental Index in A targeted positioning for each banner Each banner has a distinct sales strategy, giving it a unique positioning recognised by consumers. Hypermarkets Géant Casino is a hypermarket banner whose positioning is based on delivering an enjoyable, comfortable shopping experience in human-scale stores with low prices. Géant is now a popular banner with a very competitive offering. At end-2016, Géant operated 129 hypermarkets, of which seven affiliates in France and 12 affiliates abroad. Géant Casino s market share widened by 0.1 points over the last Kantar period in 2016 (P13). Géant confirmed its recovery during the year as a result of its past price repositioning strategy. According to panellists, at end-2016, Géant had become co-leader in terms of prices in the hypermarket segment in France. In the non-food segment, Géant continued to reposition its offering in the more buoyant apparel, housewares and leisure segments. Alongside this plan, store space is being reorganised and scaled down to improve net sales per square metre (2). The Group owns most of its hypermarkets. A key factor setting Géant apart from its competitors is a value creation strategy at its locations, which consists of: tailoring the size of hypermarkets to new consumer trends; using the space freed up by hypermarkets to extend and renovate shopping malls. The strategy works seamlessly alongside initiatives to revitalise the hypermarket model with more compact stores and an optimised non-food offering. Hypermarkets (1) generated net sales of 4,723 million in 2016, while Géant Casino generated net sales of 4,432 million. Leader Price Leader Price is positioned as a major player in France s discount food retailing sector, guided by a focus on meeting two key criteria: very low prices and good-quality products. The banner targets price-sensitive consumers without compromising on quality, offering a comprehensive food range of 4,500 items primarily representing its Leader Price private label, which is recognised for its good value for money. This offering is supplemented by key national-brand products. In 2016, the banner maintained its market share of 2.6% (2) by leveraging its positioning as a French discounter across its 796 stores, which focus on essentials such as tidy displays and fast checkout service. The banner also began rolling out its new concept during the year, with 22 store renovations and 26 openings. Leader Price reported net sales of 2,526 million in 2016 and business volume (3) of 2,767 million, up 2.7% compared with 2015 excluding calendar effects. Monoprix Monoprix is the leading town-centre retailer, with 745 stores in France and abroad at end The banner s expertise in town-centre retailing is reflected in the prime positioning of its stores in all French towns and cities, with some exceptional locations. With an average selling area of 1,700 square metres, Monoprix stores are designed to cater to an active urban clientele. They stand out for their unique offering, which is both diversified (30,000 food and non-food items) and innovative thanks to a wide range of private-label products. Monoprix has also developed other formats: Naturalia is the leading specialist retailer of natural and organic products in the Paris region, with 146 stores offering more than 6,000 items; (1) Including Géant Casino and mainly the business of the four Codim stores in Corsica. (2) Source: Kantar. (3) Total net sales generated by each banner from integrated stores and franchises and excluding fuel Registration Document

9 Presentation of the Casino Group 1.3. Business and strategy monop is an ultra-proximity concept. With a selling area of 150 to 600 square metres, these practical, welcoming stores provide a varied offering that enables customers to meet their daily needs and make pleasure purchases. monop operates in busy urban areas and on motorways. Its 120 stores cater to an active, urban clientele; monop daily combines fast food with ultra-freshness. With an average selling area of 50 to 100 square metres, it offers a broad range of snacks, ready meals, dairy products, beverages, fruit and desserts, enabling customers to choose a different menu every day; monop station is a relatively new concept that first opened in late This new proximity concept dedicated to travellers focuses on the main monop and monop daily items for the specific needs of travellers in the distinctive context of railway. In 2016, Monoprix pursued an active expansion policy across all its formats, opening a total of 60 new stores including five international affiliates. Monoprix s omni-channel business continued to grow in 2016, with more than 2 million home deliveries made each year. Monoprix reported 4,230 million in net sales in 2016, with business volume (1) of 4,340 million. Casino Supermarkets Casino Supermarkets operate in town centres and rural areas, with a network of 447 stores. They are concentrated in three main regions southeastern France, the Rhone Valley and Greater Paris which account for more than 60% of total stores (excluding affiliates). Casino Supermarkets have an average selling area of 1,650 square metres offering mainly food products, including Casino-brand goods. In 2016, Casino Supermarkets increased their market share for the ninth consecutive period, finishing 0.1 points higher in the last Kantar period of 2016 (P13). The banner s positioning is based on a strong commitment around taste, fresh products, choice and customer service. A total of 11 Casino Supermarkets were opened in France in In 2016, Casino Supermarkets generated net sales of 3,301 million and business volume (1) of 3,019 million, up 4.2% compared with 2015 excluding calendar effects. Franprix Franprix is based mainly in Paris (since 1958) and more recently in the centre of large cities in the Rhone Valley and Mediterranean basin. An ultra-proximity format with an average selling area of 420 square metres, it offers a full range of food products that addresses daily customers needs, with a balanced mix between the major national brands and the competitively priced Franprix and Leader Price labels. Franprix has established itself as a powerful, differentiated concept in the Parisian proximity segment. In 2015, it launched the new Mandarine concept: friendly, qualitative, easy-to-use and pleasant stores. The concept s popularity has benefited Franprix customer traffic, which rose by 0.7% (2) in Ease of access and flexible opening hours also contribute to the success of the Franprix banner, which further developed its loyalty card in At end-2016, Franprix operated a total of 858 stores, including 392 franchises. In 2016, Franprix net sales totalled 1,586 million, with business volume (1) coming in at 1,726 million, down 3.8% compared with 2015 excluding calendar effects. Proximity stores The main proximity banners are Petit Casino, Casino Shop, Vival and Spar. Petit Casino is the Group s historic convenience format. It projects a friendly, welcoming image and offers an extensive range of food products including high-quality fresh produce. The banner is an integral part of local life in urban and suburban areas. Vival operates mainly in villages and also projects a friendly, welcoming image. Alongside a food offering comprising mainly Casino-brand goods, it also offers many other useful day-to-day services, including a loyalty programme, debit card payments from 1, payments by meal voucher, home delivery, parcel collection, gas canister collection, in-store postal service and fresh bread. Spar operates in holiday resorts and urban and suburban areas, offering a range of convenience food products as well as additional services, such as a loyalty programme, debit card payments from 1, payments by meal voucher, online shopping, home delivery, parcel collection, newspapers and self-service. Recognised expertise in franchising is one of the key strengths of the convenience business model. The number of franchised stores has now reached more than 4,640, mainly under the Spar and Vival banners. In 2016, the banner opened new franchised stores and continued to renovate existing outlets. During the year, the Group also confirmed its leadership in supplying food items to service stations. Since April 2013, it has supplied food items to more than 1,100 Total service stations. The Group now operates 6,065 convenience stores and continues to consolidate its network while actively managing its store base. In 2016, the Convenience & Other segment (3) reported consolidated net sales of 2,575 million and business volume (1) of 2,945 million, up 0.1% compared with 2015 excluding calendar effects. (1) Total net sales generated by each banner from integrated stores and franchises and excluding fuel. (2) Same-store basis, excluding calendar effects. (3) Includes cafeterias, property, other operations and the Indian Ocean region Registration Document 07

10 Presentation of the Casino Group 1.3. Business and strategy The Indian Ocean region The Group operates in the Indian Ocean region through its Vindémia subsidiary. Vindémia has a very strong market position in Reunion, which accounts for a significant share of its sales, but also operates in Madagascar, Mayotte and Mauritius. Vindémia has a multi-format positioning with Jumbo hypermarkets, Score and Spar supermarkets, Cash discount stores, Supermaki, Douka Bé and SNIE convenience stores and Vival franchised stores. It has a total of 185 stores under operations, including 95 franchised outlets. Other business The Group has developed a number of other businesses that complement its retail operations: Real estate activities Group-related property activities are discussed in section 1.4. Casino Restauration Casino Restauration was historically positioned in the fast-food segment through its chain of Casino cafeterias. In recent years, it has been repositioning through innovative concepts such as family restaurants (À la Bonne Heure), theme-based restaurants (Villa Plancha), take-away food (Coeur de Blé), corporate food service (R2C: Restauration Collective Casino) and events catering (Saveurs d Événements). Banque Casino Created in 2001, Banque Casino provides consumer finance programmes and insurance, products, to customers in Géant hypermarkets, Casino Supermarkets and on the Cdiscount website. It has almost one million customers. In October 2011, Banque Casino launched a debit card available to the general public, in partnership with MasterCard. Banque Casino is accounted for by the equity method in Casino s consolidated financial statements. C. Business and strategy Latam Retail The Casino Group operates in Brazil, Colombia, Argentina and Uruguay through 3,114 stores. It holds leadership positions in most of these markets. The Group s Latin American subsidiaries are combined in the Latam Retail segment (GPA group, Éxito, Grupo Disco Uruguay and Libertad food banners), which accounted for 42% of consolidated net sales and 51% of trading profit in The portfolio of international assets has been thoroughly remodelled since Casino now operates in countries with high growth potential, young populations and a share of modern retail that is still low. In July 2015, Casino decided to modify its organisational structure by combining all of its Latin American operations. Hence, in August 2015, it sold to Éxito: a 50% interest in its French holding company, which holds voting shares in its Brazilian subsidiary GPA representing around 18.8% of GPA s share capital. This transaction reduced its interest from 41.3% to 32.8%; 100% of Libertad (Group subsidiary in Argentina). Casino and Éxito entered into shareholders agreements to organise control of GPA. Drawing on the power of its brands and its positions in Latin America, this new organisation under the Éxito banner will allow the Group to pursue its growth strategy at a sustained pace and develop its commercial footprint in the region. In March and April 2016, the Casino Group sold its operations in Thailand and Vietnam. The plan is in line with its asset rotation strategy of selling mature assets and acquiring, key assets. A plan to sell the Brazilian electronics business, Via Varejo, was also announced in November. The Group s Latin American subsidiaries hold leadership or co-leadership positions in their main markets thanks to their long-established banners and close-to-the-customer relations. Food retailing net sales in Latin America totalled 15,248 million in 2016, an organic increase of 11.4% (1), while trading margin came in at 3.5%. Colombia (2) Casino has operated in Colombia since 1999 through its Éxito subsidiary, Colombia s leading food retailer. At end-2016, Éxito had 1,873 stores in 109 cities across the country, excluding Aliados affiliates. The Group s portfolio is compared of hypermarkets and supermarkets, but it also operates in the convenience and discount segments. Grupo Éxito also stands out for its multi-channel model, with the development of online shopping through the Éxito.com and Carulla.com websites. Éxito seeks to consolidate its presence in large cities, increase its penetration in small and mid-sized urban markets and develop convenience formats. In terms of positioning, it continues to expand its presence in the discount format through the Surtimax banner. At year-end, it had 1,307 Surtimax Aliados stores, of which 542 were opened in Éxito also has a well-developed real estate activity that leases 370,000 square metres of floor space. In September 2016, Éxito announced the creation of a joint venture with FIC company in the form of the Viva Malls real estate investment vehicle, with 434,000 square metres of gross leasable area (GLA). Éxito has been fully consolidated since 1 May Casino held a 55.3% interest in its share capital at end In 2016, Grupo Éxito (Colombia, Uruguay and Argentina) contributed 4,499 million to Casino s consolidated net sales. Éxito has been listed on the Bogotá Stock Exchange since (1) Excluding fuel and calendar effects. (2) Company information available at Registration Document

11 Presentation of the Casino Group 1.3. Business and strategy Hypermarkets Éxito: 86 stores Éxito is a hypermarket banner with stores in 42 cities. Its food and non-food product offering is tailored to the needs of all segments of the Colombian population. Éxito stands out for the quality of its private-label apparel range, which enjoys a very good reputation with customers. The stores also provide a variety of services including the Éxito Points loyalty programme, mobile phone and travel deals and financial services, such as credit cards and insurance. Supermarkets: 166 stores Éxito Super and Vecino: 84 stores The Éxito brand also includes two different supermarket banners: Éxito Super (39 stores in 15 cities offering a range of primarily food products) and Éxito Vecino (45 stores in 29 cities offering a wider assortment of non-food products). Carulla: 82 stores Carulla is renowned for its high quality. It markets a premium offering featuring targeted gourmet and exclusive products as well as a range of services. The network operates mainly in Colombia s two largest cities: Bogotá and Medellín. Convenience: 109 stores Éxito Express: 91 stores Éxito Express is a new minimarket convenience format offering fast-moving consumer goods and fresh produce, as well as a few household cleaning and multimedia products. Carulla Express: 18 stores Carulla Express is the second of Grupo Éxito s minimarket formats. Positioned in the premium segment, it provides take-away products such as sandwiches, fresh fruit and cakes and pastries. Discount: 1,510 stores Surtimax: 136 proprietary stores Surtimax is a convenience format located mostly in suburban areas. The stores offer a comprehensive range of basic products at low prices, mainly under the Surtimax private label. They are primarily food stores, but also carry some non-food lines. During 2016, Éxito continued to expand its network of Aliados independent franchises. By the end of the year, it had a total of 1,307 franchised stores. Surtimayorista: 2 stores Grupo Éxito also has two pilot cash & carry stores. Super Inter: 67 proprietary stores Éxito acquired 50 Super Inter stores between October 2014 and April The chain has since expanded rapidly, opening 17 new stores. The Super Inter chain is located in the Cali and Coffee regions and sells a highly developed line of fresh produce. Uruguay The local market leader since 2000, Casino has three store banners that enjoy high brand recognition: Disco, Devoto and Géant. These banners became Éxito subsidiaries in Casino operated a total of 79 stores at end Supermarkets Disco: 29 stores Originally a chain of family supermarkets, Disco enjoys strong recognition throughout the country and focuses on competitive pricing. Disco stores are conveniently located and much appreciated by consumers. These two key strengths are reflected in its signature: With you every day. Devoto: 24 stores Also originally family owned, the Devoto banner has a portfolio of modern stores including some with an extensive non-food range. With its signature Price and quality. Always, Devoto clearly states its strong positioning focused on affordability, but also on product quality and customer service. Hypermarkets Géant: 2 stores With its signature The lowest price, Géant hypermarkets offer a broad range of products at very low prices. Convenience stores Devoto Express: 24 stores The first ten Devoto Express stores were opened in 2015, showcasing a new convenience format. The banner opened 14 additional stores in With an average selling area of 170 square metres per store, the banner offers customers competitive prices. Argentina Casino has been present in Argentina since it acquired Libertad in The Group has since developed the Libertad chain of hypermarkets. Libertad also operates two convenience formats: Mini Libertad and Petit Libertad. The banner had a total of 27 stores in Hypermarkets Libertad: 15 stores Libertad is the leading hypermarket chain outside the capital, operating mainly in large inland cities. Each hypermarket is part of a shopping mall. Mini Libertad/Petit Libertad: 12 stores With an average selling area of approximately 160 square metres per store, Mini Libertad stands out as the foremost food convenience format in large cities such as Cordoba. In late 2016, Libertad also launched the premium convenience concept format, Petit Libertad. Brazil (1) Casino has operated in Brazil since 1999 through its Grupo Pão de Açúcar (GPA) subsidiary. GPA is a historic player in the Brazilian food retail market, and over the past few years has adapted its positioning to meet changing consumer needs. Although hypermarkets and supermarkets still dominate, GPA now has a multi-format, multi-banner portfolio that caters to a clientele drawn from all socio-economic backgrounds. It has also been developing innovative private-label goods, which are much appreciated by consumers, including Qualità, an umbrella brand for food products, and Taeq, a health and well-being range. (1) Company information available at Registration Document 09

12 Presentation of the Casino Group 1.3. Business and strategy In 2009, GPA acquired Globex, the second-largest retailer of consumer electronics and household appliances in Brazil through its Ponto Frio banner. By taking control in 2010 of Casas Bahia, the leading non-food retailer in Brazil, GPA became the unrivalled leader in consumer electronics and household appliances, with the two banners consolidated in its Via Varejo subsidiary to take a 23.6% share of the brick-and-mortar market (excluding hypermarket sales and E-commerce) at end In 2012, Casino became GPA s only major shareholder and GPA has accordingly been fully consolidated by Casino since 2 July At end-2013, Casino owned a 38.1% stake in GPA. In April 2014, Casino increased its interest in GPA from 38% to 41.3%. In July 2015, Casino sold to Éxito a 50% interest in its French holding company, which holds voting shares in GPA representing around 18.8% of GPA s share capital. The Annual General Meeting and the Board of Directors of Éxito approved the transaction in August 2015, subsequent to which Casino s interest in GPA declined to 32.8% from 41.3% previously. In November 2016, the Board approved GPA s decision to focus on the development of its food operations (1) by starting negotiations for the sale of its investment in Via Varejo (store operations and websites). At end-2016, GPA operated a total of 1,059 food retail stores (1), with strong market positions in the two most economically buoyant states, São Paulo and Rio de Janeiro. GPA also manages 260,000 square metres of shopping mall. In 2016, the GPA food banners contributed 10,749 million to Casino s consolidated net sales. GPA has been listed on the São Paulo Stock Exchange since 1995 and the New York Stock Exchange since Hypermarkets Extra HM: 134 stores Extra hypermarkets offer a vast range of food products as well as personal and household equipment, aiming to meet the demands of as many consumers as possible at the best prices. This sales strategy makes it possible to cater to all budgets, with regular promotions, a selection of products at unbeatable prices and a fresh-food section. The Extra revitalisation plan launched in 2016 has been a success, with an increase in customer traffic and nine consecutive months of market share gains (2). Supermarkets Pão de Açúcar: 185 stores Pão de Açúcar premium convenience supermarkets offer a broad array of high-quality products. Always at the leading edge of technology, the banner also offers a range of services to optimally meet the specific needs of a relatively affluent clientele while leveraging the benefits of its widely used fidelity programme. Extra SM: 194 stores Extra SM stores are large supermarkets that provide an extensive food offering as well as a broad non-food range. Convenience stores Minimercado Extra: 207 stores Minimercado Extra superettes are local convenience stores with a simple, pleasant look. They offer all of the essential products and services, with good value for money. Minuto Pão de Açúcar: 77 stores Launched in June 2014, Minuto Pão de Açúcar is a premium convenience format. With an average selling area of 400 square metres per store, it offers a range of differentiated products in stores combining the convenience, quality and reliability of Pão de Açúcar. The banner promotes sustainable development initiatives and provides tailored customer service. GPA developed a member programme in 2016, which had some hundred members at year-end. Drugstores: 155 The Extra format also includes pharmacies and drugstores under the Dograria Extra banner. They are mainly located in Extra shopping centres near hypermarkets. Cash & carry Assaí: 107 stores Assaí is an Atacarejo store, a booming sector in Brazil. Atacarejo is a combination of Atacado meaning wholesaler and Varejo meaning retailer. This self-service wholesaler offers a large range of food products and a small selection of non-food products at very low prices. The Assaí, Extra hypermarket and convenience formats all gained market share in Pão de Açúcar s market share has remained stable for the past two years. D. Business and strategy E-commerce On 4 June 2014, the Boards of Directors of Casino, CBD, Via Varejo and Éxito approved the main arrangements for setting up the E-commerce business and forming a new unit, Cnova (Cnova N.V., incorporated under Dutch law). On 24 November 2014, Cnova was listed on NASDAQ Global and on 23 January 2015, on Euronext Paris under the ticker symbol CNV. As at 31 October 2016, Cnova s Brazilian subsidiary, Cnova Brazil, was wholly owned by Via Varejo, a Grupo Pão de Açúcar subsidiary. As of the date of this document, Via Varejo no longer holds any direct or indirect interest in Cnova. Similarly, Cnova no longer holds any direct or indirect interest in Cnova Brazil. Cnova has since refocused on its French E-commerce business, Cdiscount. As at February 2017, following the 23 December 2016 public tender offer for the ordinary shares of Cnova in the United States and France, Casino, Guichard Perrachon held 98.88% of Cnova s share capital and 99.41% of the voting rights. In 2016, the company s marketplaces expanded at an accelerated pace, capturing 31.4% of gross merchandise volume (GMV, equivalent to business volume including taxes) in the fourth quarter of 2016, versus 28.1% in the prior-year period. (1) Excluding services stations. (2) Figures provided by the subsidiary Registration Document