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Emperia Holding Concluded Cooperation Agreement with Lewiatan Holding

14-03-2008

Emperia Holding S.A. has concluded a strategic cooperation agreement with Polska Sieć Handlowa Lewiatan Holding.

Emperia Holding S.A. has concluded a strategic cooperation agreement with Polska Sieć Handlowa Lewiatan Holding.

Emperia Holding S.A., one of the largest Polish FMCG retail and wholesale trading groups, has concluded a cooperation agreement with Polska Sieć Handlowa Lewiatan Holding.

On 13 March 2009 in Włocławek, the Management Boards of Lewiatan Holding and Emperia Holding concluded the Strategic Cooperation Agreement.

The main purpose of collaboration between Lewiatan Holding and Emperia Holding as laid down under the Agreement is to ensure the possibly closest cooperation between Polska Sieć Handlowa Lewiatan and Organizacja Handlowa Emperia with a view to an equity merger between the two organisations.

Lewiatan Holding and Emperia Holding intend to retain autonomy and identity of Polska Sieć Handlowa Lewiatan as well as that of the other retail chains currently operating as part of Organizacja Handlowa Emperia.

Both parties will seek to develop a stable arm’s-length collaboration, implement uniform state-of-the-art IT solutions, and achieve operational and marketing know-how transfer in order to reduce costs and improve business effectiveness.

Lewiatan Holding and Emperia Holding will cooperate and take strategic decisions to become the leader in the FMCG retail and wholesale market in Poland.

The Cooperation Agreement has been approved by the Supervisory Boards of Lewiatan Holding and Emperia Holding.

“Thanks to the merger between Lewiatan and Emperia our franchisees will be able to benefit from improved business terms and take advantage of the national distribution network offering a wide range of FMCG products and state-of-the art IT solutions. Together with Emperia, we are in a position to continue to grow and compete against Western retail chains,” stressed Wojciech Kruszewski, Chairman of Lewiatan Holding .

“The Cooperation Agreement signed today between Lewiatan and Emperia opens the door to a full equity integration of two largest Polish trading organisations and marks a memorable moment for the development of the retail/wholesale business in Poland,” said Artur Kawa, Chairman of Emperia Holding.

Emperia Holding is one of the largest Polish FMCG retail and wholesale trading groups. The wholesale subsidiaries of the Emperia Holding group operate 68 distribution warehouses throughout Poland. Emperia’s retail chains manage 1,463 supermarkets. A new public offering on the Stock Exchange in Warsaw raised Emperia Holding S.A. PLN 232.5 million for its further growth.

Polska Sieć Handlowa Lewiatan, which boasts a membership of over 2,000 franchise retail outlets, pursues its policies through the head office, Związek Kupców i Producentów Lewiatan’94 Holding S.A. in Włocławek, and regional Operational Subsidiaries.

Company Background Information:

Emperia Holding is ranked seventh among the largest trading businesses in Poland, 44th on the Rzeczpospolita daily 500 List, and 39th on Polityka’s Five Hundred list for 2006. In addition, the company has been placed 15th on the Rzeczpospolita Europe 500 List of the largest trading companies in Central and Eastern Europe.

Emperia Holding has been consistently pursuing the consolidation of the retail and wholesale FMCG market in Poland. Following the 2006 takeover of the BOS Group (56 branches and 81 outlets in Eastern and North-Western Poland), in July 2007 it incorporated Społem Tychy (36 retail outlets in the Śląskie Region), and in September the Centrum subsidiaries (13 retail outlets in the Warmińsko-Mazuskie Region of Poland) and Maro-Markety (18 retail outlets located in the Wielkopolskie and Opolskie Regions of Poland). In June 2007, the decision was made to acquire 100 percent of the wholesale subsidiaries of Sydo in Wrocław and Alpaga Xema in Poznań. October saw the incorporation of Euro Sklep S.A. (265 retail franchises and proprietary outlets operating in the Śląskie, Opolskie, Dolnośląskie, and Małopolskie Regions of Poland), and in November Emperia Holding acquired Sklepy Polka (74 outlets in the Podlaskie and Świętokrzyskie Regions). In December, Retail Services Poland (27 retail franchises) was taken over. In 2008, Emperia incorporated Lewiatan Dolny Śląsk and Lewiatan Zachód. The company has set its sights on further acquisitions, and talks are well under way with partners seeking to join Emperia Holding.

The operations of Emperia Holding S.A. fall into two business lines: retail and wholesale, boasting a workforce of over 11,000 between them.

The retail business comprises:

Supermarket Chains:

Stokrotka – 117 supermarkets, including 3 Stokrotka Premium deli supermarkets;

Compact Supermarket Chains:

Groszek – 654 retail outlets

Milea – 4 retail outlets

Lewiatan Podlasie -143 retail outlets

Retail Services Poland – 27 retail outlets

Społem Tychy – 32 retail outlets

Jaskółka – 27 retail outlets

Centrum – 13 retail outlets

Maro Markety – 18 retail outlets

Euro Sklepy – 265 retail outlets

Lewiatan Dolny Śląsk – 100 retail outlets

Lewiatan Zachód – 180 retail outlets

As a result of organic growth and market consolidation, Emperia has significantly increased the scale of its operations. During the year, 53 locations were added to the Stokrotka supermarket chain, with 343 new compact supermarkets being launched. At the moment, the Stokrotka supermarket chain has 117 supermarkets and the compact supermarket chains operate 1,463 locations.

The wholesale business comprises 9 subsidiaries (Eldorado, BOS, DLS, Sygel-Jool, DEF, Express Podlaski, Sydo, Alpaga-Xema, and an importing and exporting arm, Arsenal). In aggregate, these companies operate 68 distribution branches, including 58 cash&carry locations, offering the total area of some 252,500 sq. m.