Mr. Jean Charles Naouri Will Be Wilkes Chairman of the Board of Directors
Regulatory News:
Continuing the previously-agreed process for the rearrangement of the corporate control of Companhia Brasileira de Distribuição ("GPA")1, Casino Guichard-Perrachon ("Casino") (Paris:CO) sent today a notice to Mr. Abilio Diniz informing him of its decision to appoint Mr. Jean Charles Naouri, Chairman and CEO of Casino, as chairman of the Wilkes Board of Directors.
Upon the election of Mr. Naouri as Chairman of Wilkes, which should occur at a Wilkes Shareholders' Meeting expected to be held on June 22, 2012, there will be a change in GPA's corporate governance structure, resulting in Casino becoming the sole controlling shareholder of GPA.
Casino also gave notice today to Mr. Diniz that it will exercise its rightto appoint a majority of the board of directors of GPA1. GPA's board of directors should start functioning under such new composition as of June 22, 2012 following an Extraordinary Shareholders' Meeting of GPA expected to occur on that date.
Finally, today, Casino exercised its call option1 which allows the company to buy 1 Wilkes share and thereby own the majority of the voting shares of Wilkes. The final acquisition of this share is conditioned upon Mr. Diniz not exercising his first put option, which permits Mr. Diniz until 22 August 2012 to require Casino to purchase one million voting shares of Wilkes (which would also result in Casino owning the majority of the voting shares of Wilkes). As per applicable requirement, Casino informed the Brazilian antitrust authority (CADE) of the acquisition of shares that will result from the foregoing procedure.
Casino reaffirms its full support and confidence in GPA's outstanding management and its long term commitment to Brazil.
1 As provided in the shareholders' agreement of Wilkes Participações S.A. ("Wilkes", which directly controls GPA).
Contacts:
CASINO
ANALYST AND INVESTOR
Régine GAGGIOLI, +33
(0)1 53 65 64 17
rgaggioli@groupe-casino.fr
or
+33
(0)1 53 65 64 18
IR_Casino@groupe-casino.fr
