X5 PRICES DEBUT RUB 20 BILLION INT. NOTE ISSUE

X5 ANNOUNCES PRICING OF A DEBUT RUB 20 BILLION

INTERNATIONAL NOTE ISSUE

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Amsterdam, 12 April 2017 - X5 Finance B.V., a wholly owned subsidiary of X5 Retail Group N.V., together with X5 Retail Group N.V., a leading Russian food retailer (LSE ticker: "FIVE"), announce the pricing of a debut international note issue in the size of RUB 20 billion with maturity in April 2020 at an annual coupon rate of 9.25% paid semi-annually.

The notes will be issued by X5 Finance B.V. with guarantees from X5 Retail Group N.V., Trade House "PEREKRIOSTOK" JSC and "Agrotorg Limited Liability Company".

The closing and settlement are expected to be completed on 18 April 2017.

X5 Retail Group N.V. intends to use the net proceeds of the issue to refinance existing indebtedness.

The corporate ratings of X5 Retail Group N.V. are BB (Fitch) / Ba2 (Moody's) / BB (S&P). The issue is expected to be rated BB (Fitch) / BB (S&P).

This announcement may be provided only to persons who are not U.S. Persons (as defined in Regulation S under the Securities Act of 1933, as amended (the "Securities Act")) and are located outside the United States. This announcement may not be distributed, taken or transmitted in or into the United States, its territories or possessions, it may not be distributed, taken or transmitted in any other jurisdiction in which to do so would be unlawful and any forwarding, distribution or reproduction of this announcement in whole or in part is unauthorised. Failure to comply with this notice may result in a violation of the Securities Act, or the applicable laws of other jurisdictions.

This announcement is not an offer of securities for sale in any jurisdiction. Any securities referred to herein have not been and will not be registered under the Securities Act or with any securities regulatory authority of any state or other jurisdiction of the United States and may not be offered or sold in the United States unless such securities are registered under the Securities Act or are offered and sold pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with state securities laws. Any offering of securities will be made by means of listing particulars (the "Listing Particulars") that will contain detailed information about the issuer and the guarantors.

The information contained herein shall not constitute or form part of any offer to sell or solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.

This communication does not constitute an offer of securities to the public in the United Kingdom. Consequently, this communication is directed only at (i) persons who are outside the United Kingdom, (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), (iii) persons falling within Article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Order and (iv) other persons to whom it may lawfully be communicated (all such persons together being referred to as "relevant persons"). Any investment activity to which this communication relates will only be available to, and will only be engaged with, relevant persons (and subject to the other restrictions referred to in these Listing Particulars). Any person who is not a relevant person should not act or rely on this document or any of its contents.