The Group hence consolidates its strong leadership position across the country, with comprehensive geographical presence across all states. The transaction allows Carrefour to expand in its traditional formats, notably cash & carry and hypermarkets, while extending its footprint in formats in which it had a more limited presence, notably supermarkets. In addition, Carrefour Brazil now operates in a new market segment with the Sam’s Club format, through a license agreement with Walmart. The combined entity operates more than 1,000 stores in the country, representing close to 25% of the total retail market in Brazil. Compatible stores from Grupo BIG will be converted to Carrefour banners in the months to come. As per the local competition authority (CADE) decision, 14 stores will be disposed by year-end.
The transaction, announced in April 2021 based on an enterprise value of R$7.0bn (c.€1.35bn)(1), offers significant synergies, gradually rising to represent a net additional contribution to Carrefour Group EBITDA of at least R$2.0bn (c.€390m)(1) in 2025. The acquisition was paid 70% in cash and 30% through newly-issued Carrefour Brazil shares. After completion of the transaction, Carrefour Group owns around 67.7% of Carrefour Brazil (vs. 71.6% previously), Península Participações 7.2% and Advent International and Walmart, through affiliates, 5.6% combined.
To adjust to the new shareholding structure and support the consolidation of the new entity, Carrefour Brazil is strengthening its key governance bodies. A newly-composed Board of Directors will be submitted to Carrefour Brazil shareholder approval at an Extraordinary General Meeting to be held in July, 2022 (“EGM”) in São Paulo. After the EGM approval, Alexandre Bompard, Chairman & CEO of Carrefour Group, will chair the Board of Directors. Abilio Diniz, Chairman of the Board of Peninsula Participações will be Vice-Chairman of the Board. New members will join the Board of Directors: Patrice Etlin, Managing Director of Advent Latin America, Elodie Perthuisot, Chief Digital Officer of Carrefour Group, Laurent Vallée, Secretary General of Carrefour Group. Claudia Almeida e Silva and Vânia Neves will also join as independent Board members. Together with, Matthieu Malige, Chief Financial Officer of Carrefour Group and former Chairman of the Board of Carrefour Brazil, they will bring an unparalleled set of skills to Carrefour Brazil’s CEO Stéphane Maquaire and his Executive Committee, which is also reshaped, with a sound balance between Carrefour Executives, new comers from Grupo BIG, and new entrants.