1 Jun 2010 07:00
X5 RETAIL GROUP TO HOLD ANNUAL GENERAL MEETING ON 25 JUNE 2010
RE-APPOINTMENT OF TWO MEMBERS OF THE SUPERVISORY BOARD
NEW LONG-TERM INCENTIVE PROGRAM TO SUCCEED ESOP
Amsterdam 31 May 2010- X5 Retail Group N.V. (the "Company"), Russia's largest retailer in terms of sales, invites its shareholders and holders of global depository receipts to its annual general meeting of shareholders (the "AGM"). The AGM will be held at Parkstraat 20, 2514 JK The Hague, The Netherlands at 11.00 am CET on 25 June 2010. The record date for the AGM is 1 June 2010.
The key items to be discussed at the AGM include the annual report of the Management Board and adoption of the annual accounts for the financial year 2009, re-appointment of two members of the Supervisory Board, and approval of the amended Remuneration Policy.
The Supervisory Board of X5 Retail Group proposes to the AGM to re-appoint Mr. Hervé Defforey and Mr. David Gould as members of the Supervisory Board for a new 4-year term.
As part of the amended Remuneration Policy, shareholders will be asked to approve the introduction of the Company's next generation long-term incentive program (LTI) in 2010, for members of the Management Board and other senior executives. The LTI will succeed the current Employee Stock Option Plan and takes the form of a 4-year Restricted Stock Unit Plan, based on conditional annual awards of restricted stock units (RSUs) subject to the achievement of specific performance criteria and multi-year vesting and lock-in periods. The performance criteria mainly relate to the Company's sales growth dynamics compared to a selected group of competitors and the Company's EBITDA performance. The Supervisory Board shall evaluate whether the performance criteria have been met to determine the number of RSUs to be awarded.
A full description of the new Plan is included in the explanatory notes to the AGM agenda, available at www.x5.ru.
Herve Defforey, Chairman of the Supervisory Board of X5 Retail Group, commented: "X5's next generation incentive program increases our ability to retain and reward talent for the long-term and better aligns compensation with key performance indicators for building the Company's long-term value for shareholders."
For further details please contact
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Egor Voytenkov Senior IR Manager Tel.: +7 (495) 662-8888, ext. 22 455 e-mail: egor.voytenkov@X5.ru
| Svetlana Vitkovskaya Head of PR Department Tel.: +7 (495) 662-8888, ext. 31 140 e-mail: svetlana.vitkovskaya@X5.ru
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Note to Editors:
X5 Retail Group N.V. is Russia's largest retailer in terms of sales. The Company was created as a result of a merger between Pyaterochka (soft discounter chain) and Perekrestok (supermarket chain) on 18 May 2006. In June 2008, X5 acquired Karusel hypermarket chain and substantially strengthened its position in hypermarket format.
As at 31 March 2010, X5 had 1,399 Company-managed stores located in Moscow, St. Petersburg and other regions of European Russia, Urals and Ukraine, including 1,063 soft discount stores, 276 supermarkets and 60 hypermarkets.
As at 31 March 2010, X5's franchisees operated 640 stores across Russia.
For the full year 2009 X5's net sales totaled USD 8,717 mln, EBITDA reached USD 736 mln, and net profit amounted to USD 165 mln.
For the first quarter 2010, net sales totaled USD 2,543 mln, EBITDA reached USD 179 mln.
X5 Shareholder structure is as follows: Alfa Group - 47.9%, founders of Pyaterochka - 23.1%, X5 Management - 1.9%, treasury shares - 0.1%, free float - 27.0%.
Forward looking statements:
This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the fact that they do not only relate to historical or current events. Forward-looking statements often use words such as" anticipate", "target", "expect", "estimate", "intend", "expected", "plan", "goal" believe", or other words of similar meaning.
By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances, a number of which are beyond X5 Retail Group N.V.'s control. As a result, actual future results may differ materially from the plans, goals and expectations set out in these forward-looking statements.
Any forward-looking statements made by or on behalf of X5 Retail Group N.V. speak only as at the date of this announcement. Save as required by any applicable laws or regulations, X5 Retail Group N.V. undertakes no obligation publicly to release the results of any revisions to any forward-looking statements in this document that may occur due to any change in its expectations or to reflect events or circumstances after the date of this document.