Groupe Casino: Dutch court approves buy-out of minority shareholders of Cnova N.V.

Dutch court approves buy-out of minority shareholders
of Cnova N.V.

Paris, 12 February 2025

Casino, Guichard-Perrachon S.A. (Euronext Paris: CO; ISIN: FR001400OKR3) ("Casino") announces as follows: on 11 February 2025, the Enterprise Chamber of the Court of Appeal in Amsterdam, the Netherlands (the "Enterprise Chamber") rendered its judgment in the buy-out proceedings initiated by Casino against the other shareholders of Cnova N.V. ("Cnova"). Reference is also made to Casino's press release regarding the buy-out proceedings of 17 October 2024.

The Enterprise Chamber ruled that EUR 0.09 is a fair buy-out price per share in Cnova and ordered all shareholders to transfer their shares in Cnova to Casino, in exchange for a payment of EUR 0.09 per share in cash, to be increased by statutory interest from 30 June 2024 until the date of transfer of the shares or the date of consignment (as explained below).

Shareholders of Cnova may comply with the Enterprise Chamber's judgment voluntarily by transferring their shares in Cnova to Casino. Casino will shortly announce modalities and other details for the voluntary transfer which should be open for a period of ten weeks.

On or shortly after the end of the period for voluntary transfer, Casino will enforce the judgment of the Enterprise Chamber against all shareholders who did not participate in the voluntary transfer, by paying the aggregate buy-out price for the remaining shares in Cnova to the consignment fund of the Dutch Ministry of Finance, as a result of which such shares will be transferred to Casino unencumbered and by operation of law. Subsequently, former shareholders will only be entitled to payment of the buy-out price from the consignment fund of the Dutch Ministry of Finance in accordance with applicable laws and regulations. The link to the website of the consignment fund, an informal English translation of the relevant pages and the form through which shareholders can claim the buy-out price at the consignment fund, will be published on Casino's website in due course.

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This communication is for informational purposes only under the current applicable laws and regulations, and is neither an offer to sell nor a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

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