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METRO Group Sells Divaco Stake

22.01.2004

METRO Group Sells Divaco Stake

Düsseldorf, 22 January 2004 – METRO Group is parting with its stake in the divestment company Divaco which will be taken over for the price of € 1 under a management buy-out. METRO Group is thus making a clean break with its commitments of the past. The forecast 6 - 10 percent rise in earnings per share for fiscal 2003 is maintained. Against the background of an overall positive operative business development, the company anticipates earnings per share to rise by 10 percent, net of one-time effects. "With this consistent step we are closing out the past and sharpening our profile as an international, transparent and capital market-oriented, modern-style trading and retailing company. We are looking forward and concentrating our efforts on the successful shaping of the economic future of our company," commented the CEO of METRO Group, Dr. Hans-Joachim Körber.

The Divaco management acquired the company with effect from 31 Decem-ber 2003. METRO Group waives its entitlement to the repayment of its shareholder’s loan of € 250 million. After deduction of taxes, the one-time expense will amount to approx. € 160 million. This impact is contrasted by increased income from investments as well as positive tax effects. At the same time, guarantees given to banks for Divaco-liabilities to the amount of € 410 million are fully redeemed. The agreement concluded with the Divaco management includes an income bond.

Under the divestment of Divaco, METRO Group will acquire the Divaco company Adler for a purchase price of € 60 million. The engagement encloses liabilities to banks in the amount of € 280 million. METRO Group will include Adler in its current assets. There will be no consolidation as the fashion chain is to be resold.

"With this transaction the risk profile of METRO Group will improve substantially from the viewpoint of the capital markets. For the rest, the divestment of Divaco will have no effect on dividend payments", said Thomas Unger, CFO of METRO Group.

Divaco was originally founded together with financial investors as a joint venture with the objective of optimally divesting non-core METRO Group activities. This objective has been largely attained and is now concluded with the management buy-out.

The transactions will require approval by the Federal Cartel Office.

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