Dia analyst presentation FINAL UK - Carrefour4 Indicative Timetable Preparation and publication of...

DRAFT

DIA: the Hard Discount Blue Chip

2

Disclaimer

This document has been prepared by DIA solely for use at the presentation held in connection with the proposed allotment of DIA shares to the shareholders of Carrefour which shall be submitted to the approval of the shareholders general meeting scheduled on 21 June 2011 and the listing of DIA shares on the Spanish Stock Exchanges (the “Transaction”).

The information contained in this presentation has not been subject to independent verification. No representation, warranty or undertaking, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or opinions contained herein. None of DIA, nor any of its respective affiliates, directors, officers, employees, financial advisers, legal advisers or agents, shall have any liability whatsoever (in negligence or otherwise) for any loss arising from any use of this document or its contents or otherwise arising in connection with this document.

This document includes forward‐looking information. Such forward‐looking information is not guarantee of future performance of DIA. Any forward‐looking information contained herein is based on management’s current expectations or beliefs and upon certain assumptions about future events or conditions and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward‐looking statements, including the risks described in the Registration Document of DIA (as defined hereafter), to which investors are invited to refer. Such information is intended only to illustrate hypothetical results under those assumptions (not all of which are specified herein). Actual events or conditions are unlikely to be consistent with, and may differ materially from, those assumed. Not all relevant events or conditions may have been considered in developing such assumptions. Actual results will vary and the variations may be material. DIA and its respective affiliates, directors, officers, employees, financial advisers, legal advisers or agents, do not undertake, nor do they have any obligation, to provide updates or to revise any forward‐looking statements and are not responsible for any consequences that could result from the use of any of the above statements.

This document has been prepared solely for information purposes and does not constitute an offer or invitation to purchase or subscribe for any securities and no part of it shall form the basis of, or be relied upon in connection with, any contract, commitment or investment decision in relation thereto.

The shares of DIA have not been, and will not be, registered under the U.S. Securities Act of 1933. This document does not constitute an offer of shares of DIA in the United States or in any other jurisdiction. The Transaction is a spinoff transaction within the meaning of Staff Legal Bulletin 4 of the Securities and Exchange Commission (the “SEC”), and is not being registered with the SEC.

Please refer to the registration document (documento de registro) filed by DIA in the Spanish language with the Spanish Comisión Nacional del Mercado de Valores (CNMV) on [13 May] 2011 (the “Registration Document”) for additional information on factors and uncertainties as mentioned above, and, in particular, for a detailed description of the business and the risk factors relating to DIA.

It is not the purpose of this presentation to provide, and you may not rely on this document as providing, a complete or comprehensive analysis of the financial or commercial position or prospects of DIA.

In case of any discrepancy between this document and the Registration Document, the Registration Document shall prevail.

By receiving this information each recipient represents, warrants and agrees to the above restrictions and limitations.

3

Key transaction highlights

Description‐ Board of directors of Carrefour will

submit to Carrefour AGM, the distribution of 100% of DIA share capital to Carrefour shareholders, in the form of a special dividend in kind

Listing‐ DIA shares to be listed on the Spanish

stock exchange

‐ First listing: July 5, 2011

‐ ISIN code: ES0126775032

Lock‐up: 1 year for Blue Capital

Number of DIA shares‐ 679,336,000 shares

Distribution of 100% of DIA shares

One DIA share to be received for one Carrefour share heldOne DIA share to be received for one Carrefour share held

CARREFOURCARREFOUR

CARREFOUR SHAREHOLDERSCARREFOUR

SHAREHOLDERS

AFTERBEFORE

100%

100%

100%

CARREFOUR SHAREHOLDERSCARREFOUR

SHAREHOLDERS

4

Indicative TimetablePreparation and publication of research reports

DATES EVENTS

May 17, 2011 Analyst presentation

June 1, 2011, by 6:00pm CET Submission by analysts of draft research reports

June 3, 2011 Comments with respect to factual accuracy of research reports and their compliance with the research guidelines, if any, returned to syndicate members

June 6, 2011 Publication of research reports

June 6, 2011, at 11.59pm CET Beginning of Blackout Period

July 5, 2011 Listing

August 30, 2011 2011 Half Year Results

DRAFT

IntroductionA Leader Geared For Growth

Ricardo Currás ‐ CEO

6

DIA, a Compelling Investment Case

HD: an attractive segment with promising market dynamics

HD pure player with leadership positions

Strong financial profile combining growth and resilient profitability

A distinctive strategy in the hard discount universe

An experienced management team

A unique 3‐pillar geographic footprint: Iberia, France and Emerging countries

1

2

3

4

5

6

7

Antonio Arnanz Martín

Financial ManagerDIA Group

With DIA since 1981

Ignacio Gosálbez Quintana

Organisation and Systems ManagerDIA Group

With DIA since 1984

Concepción Bravo Cabanillas

Corporate and Human Resources Development ManagerDIA Group

With DIA since 1987

Ricardo Currásde Don Pablos

Chief ExecutiveDIA Group

With DIA since 1986

Diego Cavestanyde Dalmases

Senior Manager for OperationsDIA Spain

With DIA since 1988

AntonioCoto Gutiérrez

Senior Manager for the Americas and Partners

With DIA since 1986

Francisco JavierLa Calle Villalón

Senior Manager for Portugal, Turkey and China

With DIA since 1985

BrunoPertriaux

Senior Manager for France

With DIA since 1991

Miguel Ángel Iglesias Peinado

General CounselDIA Group

With DIA since 1990

Juan CubilloJordán de Urríes

Commercial DirectorDIA Group

With DIA since 1994

A Management Teamwith Extensive Experience

Top management team has been with DIA on average for almost 24 yearsToday’s speakers

8

Two major drivers supporting industry momentumTwo major drivers supporting industry momentum

DemographicsUrban population increase, especially

in emerging markets

Socio‐economic trendsIncreasing price awareness

Hard Discount: An Attractive SegmentWith Promising Market Dynamics

Strong and steady growth potential

Hard Discount

9

DIA: A Hard Discount Pure Playerwith Leadership Positions

Pure Hard Discount (HD) player since inception in 1979

Focus on food retail

Private label at the center of DIA’sstrategy accounting for 53% of mass market product sales

Best price image in 4 out of 7 countries

1

21

2

3

1

DIA key figures (end of 2010)

Note: ranking in terms of Hard Discount market share

Nearly €10bn in salesSales area: 2.6m sq.mStores: 6,373‐ of which 2,070 franchised stores

Warehouses: 42Employees: over 45,000

A Pure PlayerA Pure Player

World’s #3 player in HD

Among top 3 players in each market

The sole HD player combining presence in mature and emerging countries

A LeaderA Leader

10

A Unique HD Business ProfileCombining Growth and Resilience

+

+

Product Sourcing

Optimized Supply Chain

Cost‐Efficient IT System

Store Productivity

A Hard Discounter by Nature

Distinctive Operating FeaturesDistinctive Product

OfferingFlexible Store

FormatsDynamic Operating

Models

A Unique Geographical Footprint

Iberia France Emerging Markets

A Unique Financial Profile Combining Growth and Resilient Profitability


=

1

2

3

4

11



Store Productivity

Quality products

Leading price image

Strong and dynamic private label strategy

State‐of‐the‐art proprietary IT system

Continuous process optimization

Fully integrated

Cost‐efficiency from warehouse to check‐out

Multifunction staff

Automated process

Optimized check‐out

A Hard Discounter by Nature:DIA Masters All Key Features of the HD Backbone…

Product Sourcing

Full command of the HD value chainPermanent search for productivity to offer the best quality at the lowest price

Common standards across all countries

12

32%

68%

Integrated *

Franchise *

Distinctive Product Offering

An industrialized perishables offer

Loyalty program ensuring best prices

Two evolving store formats with local adaptability

DIA Market / DIA Maxi

Three operating models of which two based on franchising

Attraction ProximityStore split (end of 2010)

Unique business model providing DIA with cutting‐edge competitive advantage

… With a Distinctive Value‐Enhancing Strategy

Dynamic Operating Models

Flexible Store Formats

* Cf. Glossary section for definition

13

DIA: More Than 30 Years of Continuous Growth

Building an

Iberian

leader

1979 – Creation of Ed by Carrefour in France and Dia by Promodès in Spain

1989 – New model: the Dia franchise

1990/1992 – Expansion in Spain: acquisition of Dirsa, Mercapopular and Ahorro Diario supermarket chains

1993 – First store opened in Portugal

International Expansion in Europe, Latin America, Turkey and China

1997 – First Dia store in Argentina

1999 – Establishment in Turkey

1999/2000 – Integration in Carrefour GroupEstablishment in France with the incorporation of ED stores

2001 – First Dia store opened in Brazil

2003 – Establishment in China, first step on the Asian market

2007 – Acquisition of Plus Supermarket chain

2009 – Start of a 4‐year optimization and transformation plan of Ed France stores

14

A Unique Geographical Footprint OfferingRecurring Cash Flow and Strong Growth Prospects

IberiaA proven model

IberiaA proven model

FranceReplicating

the Iberian success

FranceReplicating

the Iberian successEmerging countriesThe growth engineEmerging countriesThe growth engine

Solid model offering high and resilient margins Further roll‐out of franchising to reinforce profitability and leadership

Store revamping delivering tangible growthDevelopment of franchiseHigh openings potential

Profitable growth potentialStrong competitive positioningEarly‐mover and leaderSelective expansion capitalizing on favorable country specifics

Recurring cash flowwith high returns

Strong growthprospects

15

A Strong Financial Track Record Combining Growth and Resilience…

Average sales1growth (2006‐10): +6%

Average EBITDA2 growth (2006‐10): +8%

3 Cf. Glossary section for definition

… even in the last three years despite difficult macroeconomic environment

Strong historical performance over 2006/2010 ...

4,7% 4,7% 5,3%

2008 2009 2010

9 240 9 2279 588

2008 2009 2010

€437m€437m €435m€435m €507m€507mAdj. EBITDA Cash3

2 Before proforma adjustments

‐0.1%+3.9% +55bp

DIA consolidated sales (€m) Adjusted EBITDA cash margin (%)

1 DIA consolidated sales are impacted by the increase of franchising in the stores mix

16

… Going Forward

(1) Cf. Glossary section for definition

Emerging countries

Adjusted EBITDA Cash (1)

Sales

Adjusted operating profit

Capex

10% p.a.

7% p.a.

2010/13E

30% of Sales and 20% of EBITDA in 2013

€540m

€9,970m

€265m

€300‐350m p.a. by 2013

2011F

VIDEO 1: A leader geared for growth

18

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

A Unique Business ProfileCombining Growth and Resilience

Ricardo Currás

19

Our Product Strategy:Quality Products at Lowest Prices

Good Value Lowest Price

Strong price image in all countries

where we operate…

… guaranteed by a centralized

monitoring process of main local

competitors’ prices

Recognized quality of products

and success of private label

products…

… ensured by strict internally‐

developed supply chain

procedures

A Hard discounter by nature1

Product Sourcing

20

DIA’s Price Image is Driven by Private Label…

Private label is a key pillar of DIA’s price image strategy

A broad assortment…

…With the lowest prices in the market

954746 630

887

1,8991,684

1,355

Emerging economies Advanced economies

Source: Company, 2010

10%

35% 35% 39%

69%53% 54%

ChinaBr

azil

Turke

yAr

gent

inaFra

nce

Spain

Portu

gal

Emerging economies Advanced economies

Weight of private label in mass‐market sales (2010)Total mass‐market private label items per country


Product Sourcing

21

… And Quality Guaranteed by the “Integrated Quality Management Program”

High quality of private label products ensured by an internally‐developed ISO‐certified quality control system

Selection of ingredients/

base products

Manufacturing

Finished product

1

2

3

Choice and definition of product

Description of quality specifications

Testing

Selection of suppliers

Adoption by suppliers of strict health

and safety measures

Systematic quality control at warehouses

Product Sourcing


22

Best Price Image in 4 of 7 Countries

Source: Company, 2010

Best price image ahead of Aldi and Lidl2

13

Spain

Best price image ahead of Changomas and

Super EkiArgentina

Best price image ahead of Lidl and Pingo Doce2

13

Portugal

Best price image ahead of Atacadao 2

13

Brazil

#3 player behind Lidl and Aldi2

13

France

#2 player behind BIM2

13

Turkey

21

3

Note: No ranking available for China

Product Sourcing


23

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4


Ricardo Currás

VIDEO 2: Supply chain efficiency at its best

25

A Streamlined and Cost‐Efficient Supply Chain

Supply Warehousing Transport

Strong relationshipswith suppliers

Multi‐temperature“Voice picking”RFID

Multi‐temperatureTruck‐loading optimization systemBack‐hauling

Automatic orders

Optimal ordering and minimal inventories

Improvement of quality of service

Same standard procedures in all countries enabling benchmarking

A major contributor to ongoing cost reduction initiatives



Store

26

A Cost‐Efficient Value ChainDriven by Private Label

Sourcing Logistics Display Packaging

Large volumesper unit

Economies of scale in manufacturing process

Fully loaded trucks thanks to high volumes

Pallets/semi‐pallets help minimize product displaying time in stores

On‐shelf reserves

Multilingual packaging (same products for Spain, Portugal and France)

Efficient packaging allowing faster check‐out



27

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4


Ricardo Currás

28

An Integrated I.T. Structure

A fully internally‐developed and integrated I.T. system providing DIA with cost‐efficient, tailored and streamlined supply chain procedures

Fully integrated

In‐house

Automatic

Supply chain structure:• triggered from store level to suppliers • incorporates various systems at store, warehouse, transport and supplier levels (eg. Warehouse Management System)

Internally developedInnovation‐driven… ensuring tools are well adapted to processes and needs

Most tools are automatic (eg. automatic ordering at store level when level of inventories becomes critical)

Cost‐Efficient I.T. System


29

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Ricardo Currás A Unique Business ProfileCombining Growth and Resilience

30

Continuous Search for Improved In‐Store Productivity

Efficient packagingMultifunction staff Efficient display Improved checkout

Minimal amount of time dedicated to stock and order management (automatic)

Multiple bar codes on private label products to speed up checkout

Shelf‐ready packaging (trays, lids)

Semi‐pallets

“On‐shelf” reserves

Bi‐optical scanner

Entry belt and exit space dimensions

In‐store productivity


31

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Juan Cubillo A Unique Business ProfileCombining Growth and Resilience

VIDEO 3: Quality and price, always

33

A Unique Product Offering for a Hard Discounter

Broad assortment Large range of private label products

Large perishables offering

Constant invention of new SKUs to meet

customer expectations

High sales volume ensures efficiencies in

sourcing and logistics

Private label prices 40‐60% below price of

supplier brand

Confidence in brand and high customer visit

frequency

Innovation

Profitability

Price image

Loyalty

Distinctive Operating Features2

A Distinctive Product Offering

34

DIA’s Unique Positioning:Fresh Perishable Products

The DIA Difference

Perishablesc. 20%

DIA’s Added Value

Traditional Hard Discount Offer

A quasi‐exclusive focus on

mass‐market products

Mass‐market products

c.80%

Perishables

c. 20%

Large industrialized offer• Fruits and vegetables• Meat and chicken• Fish• Bread• Bakery products

Industrialized process• High‐turnover product supply chain procedures

• Self‐service sections



35

Best price in local catchment areas

Continuous monitoring of local

competitors’ prices to secure

best prices in the market

Smart Pricing at the Core of DIA’s Strategy

A three‐pillar pricing strategy to support price image and margins in all its markets

Ambitious development of Private Label

product portfolio

Price competitive DIA‐branded

products

Individualized marketing scheme

Targeted discounts offered to

trigger additional purchases

by frequent customer base

Best price imageand

strong margins



36

ClubDIA: a Loyalty ProgramWhich Guarantees Best Prices

1. Increase sales

2. Increase average basket of our customers

3. Increase frequency of visits

4. Strengthen price image

Targeted discounts

Based on customer habits/preferences

Mostly on products beyond the usual scope

purchased by our customers

Adjustable discounts (10‐30%) on 300‐400

products

Grow sales, at constant/increased margins

Grow sales, at constant / increased margins

Objectives of ClubDIA



37

ClubDIA boosts sales volume to existing customers• Higher average basket for ClubDIA customers

A program successfully implemented in mature countries • Successful in France in less than a year

Projected implementation in all emerging countries

ClubDIA: Solid Results and Rapid Expansion

Spain

1998 2000 2006

Portugal Argentina France Turkey China

2012E20112006 2010 2013E

Brazil

TOTAL TOTAL

# of card holders in million (2010) % of sales through ClubDIA (2010)

13.4

3.0 2.8 2.4

21.7 75% 76% 79%61%

73%



38

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Juan Cubillo A Unique Business ProfileCombining Growth and Resilience

VIDEO 4: Two formats adaptedto customers needs

40

A Strategy Anchored Around Two Formats:DIA Maxi and DIA Market

Two pre‐designed formats geared to:

Meet customers’ main expectations

Be adapted to local markets where implemented

DIA MarketDIA Market DIA Maxi

ProximityProximity AttractionAttraction



41

DIA Market and DIA Maxi:Comparative Analysis

Key FeaturesSurface: 400‐700 sq.mLocated in urban areasNo parking lot

Surface: 700‐1,000 sq.mLocated on the outskirts of urban centersWith a parking lot

ObjectivesOffer best prices in the catchment areaCapture new customersIncrease customer visit frequency

Offer best prices in the marketMaximize customer basketsOffer complete food assortment

Product Range

2,800 SKUs Focus on expanding the offer of perishablesStrong adaptability to the local catchment area

3,500 SKUsFocus on expansion of mass market productsStrong adaptability to the domesticmarkets

DIA Market Dia Maxi

Modern stores offering a pleasant shopping experienceBetter adapted to customer needs




42

Update on DIA Market andDIA Maxi Transformation Plans

Transformationplan

(COCO stores‐Company‐owned, company‐operated)

The rationale behind concept

evolution

More customer‐friendly shopping experience (quicker, wider aisles, big baskets with wheels, etc.)Proximity increasing frequency of visitsAddition of fresh products

Higher average customer basket in valueMore customer‐friendly shopping experienceWider selection of products

44% Proximity stores converted to DIA Market format in 2010 vs. 12% in 2008

62% Attraction stores converted to DIA Maxi format in 2010 vs. 33% in 2008

2008 2010 2008 2010

DIA Market DIA Urbana DIA Maxi DIA Parking


Key objective: increase both sales and EBITDA



43

DIA Market and DIA Maxi TransformationDelivering Tangible Results


+20‐30% +10‐15%

Format transformation results: positive impact on sales

Sales uplift in year 1 after transformation

Sharper uplift on proximity format thanks to bigger changes (revamping, offering)



44

A Continuous Evolution of Formatsto Meet Customer Expectations

Increasing visit frequency

Fruits and vegetables

ProximityUrbana Market Market 2

A continuous improvement process:→ An extensive test phase ahead of industrial roll‐out→ Key criteria for adoption: grow sales and margins→ Format testing is always conducted in Spain

Industrial roll‐out Test phasePrevious

AttractionParking Maxi Maxi 2

Increasing average basket

Offering large product formats (XL‐size items)

Focusing on …



45

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Antonio Coto A Unique Business ProfileCombining Growth and Resilience

46

DIA Group Operates withThree Operating Models

Company‐Owned,Company‐OperatedCompany‐Owned,Company‐OperatedCOCOCOCO

A well‐balanced operating model with a growing shift towards franchise business

COFOCOFO

FOFOFOFO

Company‐Owned, Franchise‐Operated

Franchise‐Owned, Franchise‐Operated

4,303stores4,303stores

638stores

1,432stores



32%

8,000

c.60%

c.40% 6,3736,0945,880

2010

2008 2009 2010 2013E

COCO COFO FOFO

77% 73% 68%

1% 5% 10%22% 22% 22%

47

The Historic “Company‐Owned” Model

DIA owns the goodwill and does not own the property of its stores

• DIA leases 90% of “Company‐Owned” stores

Offers a greater command of the business and management

• DIA Maxi retail stores are mainly operated under the COCO model due to their bigger size and management complexity

Strongly established in areas with highest sales potential

Lever to start expansion and implement best practices

Helps to test new concept that will be rolled‐out in franchised stores

“Company‐Owned Company‐Operated”

The COCO model is the first step to establish our Brand and build our strong image



48

Two Growing Operating ModelsBased on Franchise

“Franchise‐Owned Franchise‐Operated”

Launched 5 years ago and strongly expanded since 2009

COFO is part of our transformation plan and aimed at increasing profitability and returns of less performing COCO stores

Transformation from COCO to COFO boosts operating profit per store

Lever of France turnaround

Launched 20 years ago as a second‐step to COCO

First reserved for rural areas where COCO model would have not been profitable

Lever for fast expansion

FOFO benefits from DIA

‐ Strong reputation, image and private label

‐ State‐of‐the‐art supply chain

‐ Training & best practices support

Franchising is our lever to boost profitability and ROCE

“Company‐Owned Franchise‐Operated”



49

Sales and Margin Impacts ofTransformation from COCO to COFO

Purchasing price

DIA sales = Retail price

DIA gross margin

DIA costs

DIA operating income

Retail price

DIA gross margin

Franchisee costs

DIA operating income

Franchisee gross margin

DIA costs

Franchisee op. incomeThrough COFO, DIA transfers …

• Personnel costs• Shrinkage costs• Security costs• Energy costs• Communication expenses

… but keeps control of business goodwill and rents

Note: graph scale is illustrative

DIA sales

Purchasing price

The transformation from COCO to COFO mechanically leads to a reduction in DIA’sconsolidated revenues but increases operating margin

COCO COFO



50

81% 73% 67%

3%6%

8%

17% 21% 25%

2008 2009 2010

92% 90% 81%

13%6%5%3% 5%5%

2008 2009 2010

71% 69% 64%

5% 10%

29% 27% 26%

2008 2009 2010

Franchising and COCO‐to‐COFO: the Driversto Accelerate Expansion and Profitability

IberiaIberia FranceFrance Emerging countriesEmerging countries

Franchise models well established in Iberia, representing 36% of DIA Iberian networkTransformation plan underway from COCO to COFO

Franchise model in France is growingStrong push for transformation from COCO to COFO

FOFO is our key lever for fast expansion in emerging marketsEasy to find candidates

# of stores

The #3 franchiser in EuropeThe #1 franchiser in Spain

3,294 3,339 3,305 914 928 936 1,672 1,827 2,132

COCO COFO FOFO COCO COFO FOFO COCO COFO FOFO



51

LUNCH

52

Iberia: The Model for the Group

+

+

Product Sourcing



Store Productivity





Models




=

1

2

3

4

Diego Cavestany

53

National Brands47%

Private Label53% National

Brands46%

Private Label54%

Lidl11%

Pingo Doce15%

Other64%

DiaMinipreço10%

DIA Iberia: A Model for the Group as a Whole

Key Strengths

The largest store network in Spain and Portugal (2,766 and 539 respectively)

Strong EBITDA margin, at comparable levels between Spain and Portugal

Best price image with a leading private label

Unrivalled franchise leader with high profitability

Two modern store formats: DIA Market & DIA Maxi

Low cost operator with high logistical efficiency and strong productivity

Loyalty program with high penetration

High Iberian synergies (purchasing, back‐office)

1%

Lidl4%

Mercadona22%

Other63%

10%

Competitive Positioning

Spain Portugal

(1) in the Hard Discount segment Spain Portugal

Source : Kantar Worldpanel

DIA’s Offering


Iberia

A Unique Geographical Footprint3

Mass‐market Market Share 2010 (1)

Mass‐market Sales Split 2010

54

Proximity1 246

Attraction515

3,339

Proximity260

Attraction93

An Established Leader with Impressive Performance…

Key Figures (1)

Store Split by Format (1) (# of COCO stores (3)) Store Split by Operating Model (# of stores) (1)

Historical Performance (Sales in €m) (1)(2)

29%

71%

26%

74%

Spain Portugal

Spain – Launched in 1979

2,766 stores

18 warehouses

Sales area c.1,195,000 sq.m

c.18,000 employees

Portugal – Launched in 1993

Successful acquisition of the Minipreço network

539 stores

3 warehouses

Sales area c.208,000 sq.m

c.4,000 employees

SpainPortugal

Iberia – Adjusted cash EBITDA margin

(1) All numbers as of 31 Dec 2010

(2) Consolidated sales by DIA, reduced by the increased proportion of sales to franchises

(3) Attraction includes DIA Parking and DIA Maxi and Proximity includes DIA Urbana and DIA Market

2,336 2,296 2,114

3,294 3,305

157 346958 886 845

2008 2009 2010

COCO COFO FOFO

822

4,1164,1204,195

823830

7.6%

6.6%6.3%

5,025 4,9434,938

2008 2009 2010


Iberia


55

… Striving for Even Further Growth and Expansion

Growth Strategy Pillars Current Iberian Geographic Footprint

Grow market share through expansion into new areas (for example Spanish islands)

Seize possible consolidation opportunities

Optimize the existing network

• Improve formats to increase sales per store

• Change old and small stores into bigger ones

• Increase the number of COFO and FOFO stores

• Advanced formats (Maxi 2 and Market 2) already launched in Spain

Improve logistical efficiency and low‐cost operations

Further develop and expand product range, especially in fresh products

Existing Store Locations

Barcelona

Valencia

Madrid

Sevilla

Lisbon

Oporto


Iberia


56

France: Replicating the Iberian successBruno Pertriaux

+

+

Product Sourcing



Store Productivity


Distinctive Operating FeaturesDisctinctive Product



Models

Unique Geographical Footprint


A Unique Financial Profile Combining Growth and Resilience of Results

=

1

2

3

4

+

+

Product Sourcing



Store Productivity





Models




=

1

2

3

4

57

8%

18%

18%

20%

36%

8%

21%

22%

14%

35%

Mass‐Market Market Share 2010 (2) (4)

By Sales By Network

DIA France: All the Necessary Dynamics Already in Place…

Key Strengths Competitive Positioning (2)

2nd Hard Discount player by network and 3rd by sales

Highly profitable prime locations in urban areas

Significant household penetration

Strong customer perception of the fresh product offer, a key differentiator vs. other HD players

Nearly 70% of private label in the mix (1)

Successful launch of the ClubDIA loyalty card end of 2010 with strong penetration potential

Business model conversion from ED to DIA well underway and already delivering positive results

DIA fully geared for rebound

Highly competitive market: HD represents c. 14% of the French market (3)

• High HD network density due to competition from the 3 largest HD players worldwide

• Intense pressure on margins

One leader and 3 main challengers

(1) as a % of 2010 mass‐market sales

(2) in the Hard Discount segment

(3) according to Kantar Worldpanel

(4) Kantar Worldpanel P13 and internal studies


France


58

Proximity143

Attraction617

…To Pursue a Successful Turnaround…

Key Figures (1)

Store Split by Format (1) (# of COCO stores (3)) Store Split by Operating Model (# of stores)

Historical Performance (Sales in €m) (2)

Launched in 19792nd HD network in France

• 936 stores• 9 multi‐temperature warehouses• Sales area of c.670,000 sq.m

c. 7,900 employeesLoyalty card members (launched end of 2010)

• Already 2.43 million members

81%

19%


(2) Consolidated sales by DIA, reduced by the increased proportion of sales to franchises, results not adjusted for the closing period during store transformation

(3) Attraction includes ED Parking and DIA Maxi and Proximity includes ED Urbana and DIA Market

2,818 2,677 2,518

2008 2009 2010

4.0%

3.5%

3.8%

Adjusted cash EBITDA margin

842 835 760

914 928 93624 44 12248 49 54

2008 2009 2010

COCO COFO FOFO


France


59

…By Increasing Efficiency through Banner Conversion…

Economics of the Transformation From ED to the DIA Banner

Temporary store closure for transformation to DIA

• Average of 18 days in 2011 vs. 29 in 2010

• Quicker turnaround with experience

Decreasing investment per store

• €350k average per store last year

Immediate positive impact on sales

• Strong differential of 12.5% on sales growth compared to previous year (+3.5% post‐transformation vs. (‐9.0%) for ED stores)

• Combined with significant EBITDA growth of over 7% in the first year, despite launch‐related expenses, i.e advertising and new staff hires

• Accelerated EBITDA growth of c.30% in the second year, thereby tapping the full potential

Completion of the transformation expected by year‐end 2012


France


60

…And Further Enhancing the Store Network, Image and Offering

Growth Strategy Pillars Potential Expansion Map

Consolidate the #2 position behind Lidl

Relaunch the expansion plan

• Target of 50 to 60 store openings per year

Continue to convert all ED stores to DIA stores

Accelerate the development of franchise

• Increase stores of COFO type

• Develop the FOFO model

Reduce costs through continuous improvements and optimization of logistics and operations

Enhance price image and customer relationship using the ClubDIA loyalty card program

Provide new and diverse products to cater to all customer needs

c. 950 stores today

With a target of 50‐60 openings per year:

1,500 potential stores

Existing ED stores

Existing DIA stores


France


61

Emerging Countries:An Avenue of Profitable Growth

+

+

Product Sourcing



Store Productivity





Models


=

1

2


Iberia France Emerging Markets3

4

Antonio Coto

62

Emerging Markets: An Avenue of Profitable Growth

Emerging Markets: The Largest Growth and Expansion Opportunity

Great opportunity due to the success of discount banners and strong potential for franchise modelFurther expansion in existing and untapped regions

TurkeyTurkey

ChinaChina

ArgentinaArgentina

BrazilBrazil

Second largest economy in the world with no organized proximity chainsRapid expansion of franchise model in new geographies

A pioneer and leader with the dominant store networkLooking to cement its leading position through geographic expansion and store transformation

A leader in a booming market thanks to rise of middle class Significant potential for geographic expansion boosted by introduction of customer loyalty program

Emerging countries benefit from• Rapid urban population growth• Dynamic economic growth • Large potential for HD due to relatively fragmented and unorganized retail sectors


Emerging Markets


63

DIA Argentina: A Pioneer and Leader with the Dominant Network…

Key Strengths

Pioneer of Hard Discount in Argentina

# 1 store network today

Only retail franchiser in Argentina

The best price image

Strong track record of sales growth

Further potential for growth with new DIA Market format

Leader in private label

Very strong penetration rate of the loyalty card

Competitive Positioning

Leading market share in 2010 (1)

• 9.3% in region where it operates

• 5.3% nationally

Only profitable HD concept in Argentina

Main competitor: EKI (incl. Leader Price), Changomas (Wal Mart)

DIA Maxi

DIA Market

(1) Source : Nielsen, 2010


Emerging Markets


64

Proximity288

Attraction75

…With a Unique Loyalty Program Supporting a Strong Track Record…

Key Figures (1)



Launched in 1997

Largest network with 448 stores in 5 provinces

Franchise network of 85 stores (19% of total)

4 warehouses

Sales area of c.135,000 sq.m

Loyalty card members (since 2006): 2.76 million

c. 3,400 employees

79%

21%


(2) Consolidated sales by DIA, reduced by the increased proportion of sales to franchise

(3) Attraction includes DIA Parking and DIA Maxi and Proximity includes DIA Urbana and DIA Market

08‐10 CAGR : +25.5%08‐10 CAGR : +25.5%

339 353 363

410 416 448

71 63 85

2008 2009 2010

COCO FOFO

355413

559

2008 2009 2010


Emerging Markets


65

… Looking to Cement its Leading Position Through Geographic Expansion and Store Transformation

Move to franchise model in remaining opportunities in the province of Buenos Aires and in new geographic areas

Further roll‐out of the DIA Urbana store transformation into DIA Market

Develop and introduce a new and refreshed DIA Maxi model

Improve the fresh products commercial offer in all formats

Leverage ClubDIA loyalty program

Expand the logistics network

CurrentDIA Zone

Nea

Noa

Cuyo

Sur

Ba

Centro

Santa Fe/Entre Rios:Capture “limited”potential by law with Attraction format(2010–2012)

Buenos Aires: law limits expansion. Growth with FOFO (2010–2015)

Cordoba: Development of expansion through Attraction format (2011–2015)



Emerging Markets


66

DIA Brazil: A Leader in a Booming Market

Leader with the largest network in São Paulo State and a strong expansion potential

Extremely high brand awareness

Best price image

Pioneer and leader in private label

Good track record of sales growth

Different formats to better adapt to population density, social class and available space

Leading market share in 2010 (1)

• 12.6% in São Paulo State

• 4.9% nationally

Main competitor: Todo Dia (Wal Mart Group)

• Smaller network of 101 stores

• Developed in 3 regions with no critical mass

Also competing with independent local stores

(1) Source : Nielsen, 2010

Key Strengths Competitive Positioning


Emerging Markets


67

Excellent Track Record Driven by Renowned Brand

Launched in 2001

408 stores concentrated in the São Paulo state and mostly in the federal capital city

Franchise network of 149 stores (37% of total)

3 warehouses


c. 5,600 employees

Proximity253

Attraction6

98%

2%

Key Figures (1)





(3) Attraction includes DIA Maxi and Proximity includes DIA Urbana

08‐10 CAGR : +32.1%08‐10 CAGR : +32.1%

267 282 259

327376 408

6 20 675474 82

2008 2009 2010

COCO COFO FOFO

590747

1,030

2008 2009 2010


Emerging Markets


68

Significant Potential for Geographic Expansion

Focus on geographic expansion, state by state

Continue the transformation of DIA Urbana, operated under COCO into COFO management model

Continue to develop and expand the FOFO model

Expand the DIA Maxi format and re‐open stores in the ‘higher‐class’ market

Further develop the perishables product offer

Develop ClubDIA loyalty program to replicate the success in Argentina São Paulo

Porto Alegre

Brasilia

Belo Horizonte

Curitiba

Recife

Fortaleza

Rio de Janeiro

Salvador

Next opening in the Porto Alegre region during 2011

Currently only present in São Paulo State

Approved region opening: Porto Alegre region

Further potential regions: Brasilia, Belo Horizonte, Curitiba, Recife, Fortaleza, Rio de Janeiro, Salvador

Total potential in Brazil: c.2,000 stores

Existing Region Approved New Region Further Potential Regions



Emerging Markets


69

Emerging Countries:An Avenue of Profitable Growth

+

+

Product Sourcing



Store Productivity





Models


=

1

2


Iberia France Emerging Markets3

4

Javier La Calle

70

DIA Turkey: A Large and HighlyFragmented Market

The only franchiser in the industry

Strong position in Istanbul and Izmir and currently opening stores in new regions

• 285 stores opened in 2010

Success of modern one‐stop shopping formula

Distinctive offer vs. competitors

• Fresh product offer very developed

• More SKUs in groceries with national brands

Strong price image

High level of private label (~30%), well above peers

High cost‐efficiency standards

Food retail industry still driven by the large footprint of the supermarket format

Key competitors focused on aggressive store roll‐out

DIA #2 in price image after BIM …

… with rapid market share gains

Extended fresh product offer



Emerging Markets


71

Proximity563

Rapid Growth in a Dynamic Market

Launched in 1999

Presence of a local partner Sabanci Holding, with a 40% stake in the “DIA Sabanci” joint venture

890 stores in 2 regions (Istanbul and Izmir)

3 warehouses


c.3,500 employees

100%

08‐10 CAGR : +7.6%08‐10 CAGR : +7.6%

Key Figures (1)

Store Split by Format (1) (# COCO of stores (3)) Store Split by Operating Model (# of stores)




(3) Proximity includes DIA Urbana and DIA Market (4) Decrease in sales mainly explained by the FX impact of Turkish Lira/EUR conversions

431 437 563

613675

890

40 6152142 177

275

2008 2009 2010

COCO COFO FOFO

329 302381

2008 2009 2010


Emerging Markets


72

Further Expansion in Existing and New Regions

Roll‐out of new stores and warehouses in existing and also new regions, accounting for more than half of the country’s total potential

Transform DIA Urbana stores to DIA Market

Transfer more stores to COFO management

Further develop the fresh product offer

Enlarge the private label offer

Improve price image

Launch the loyalty ClubDIA card program (2011)

Istanbul

Izmir

Antalya

Ankara

Samsun

Malatya

Adana

Population: 12 mPotential: 343 stores

2011 2012

Population: 12 mPotential: 325 stores

2 Existing Regional Centers

Modern one‐stop shopping formula

DIA Market


2 Potential Regional Centers


Emerging Markets


73

DIA China: The Latest Additionto DIA’s Portfolio…

Concentration in 2 major regional hubs

Leader in the proximity segment

Modern store concept (DIA Market)

Strong price image

Successful fruit and vegetable offer

Franchise model well received in the Chinese market, with strong potential for expansion

Larger hyper format already well developed

But no large organized chains in proximity formats

Rapid market share evolution (1)

• Shanghai hub: 2.4% in 2008 to 3.0% in 2010

• Beijing hub: 1.5% in 2008 to 2.1% in 2010


(1) Source : Kantar Worldpanel


Emerging Markets


74

…Where Proximity Format is a Major Opportunity…

Launched in 2003

386 stores, all proximity format (city stores)

• Concentrated in 2 hubs, Shanghai and Beijing

2 warehouses


c.3,200 employees

Proximity244100%

Key Figures (1)





(3) Proximity includes DIA Urbana and DIA Market

122145 161

2008 2009 2010

244

30 5113 91

386

COCO COFO FOFO

309

322

268

36062

2008 2009 2010

08‐10 CAGR : +14.9%08‐10 CAGR : +14.9%


Emerging Markets


75

… To Rapidly Expand the Geographic Footprint

Expand geographic footprint mainly through the franchise model

Adapt the franchise model to new areas

Transform DIA Urbana stores to DIA Market

Convert more COCO stores to COFO management

Further develop the fresh product offer

Increase the private label share

Launch the loyalty card program

HebeiProvince

Beijing

Jiangsu Province

ShanghaiAnhui Province

200 km

200 km

Tianjing

ZhejiangProvince

Northern RegionBeijing, Tianjin, HebeiPopulation: 99 mCities: 13

Eastern RegionShanghai, Jiangsu, Zhejiang, AnhuiPopulation: 200 mCities: 42



Emerging Markets


76


Antonio Arnanz

+

+

Product Sourcing



Store Productivity





Models





=

1

2

3

4

77

Income Statement

+

+

Product Sourcing



Store Productivity





Models





=

1

2

3

4

Antonio Arnanz

78

A Strong Track Record of Store Expansion

> 300 additional stores per year on average

2010 Sales€9.6 bn

3,526 3,760

4,178 4,607

5,039 5,403

5,769 5,880 6,094 6,373

Note: network excluding stores in Greece which were transferred to Carrefour in 2010

2001 2002 2003 2004 2005 2006 2007 2008 2009 2010

Growth and Profitability4

79

Integrated88%

Franchise12%

Integrated82%

Franchise18%

Integrated86%

Franchise14%

9,240 211 9,227

525

(83)(141)

(5)(159)

9,588

2008 2009 2010

2008‐2010 Sales GrowthMainly Driven by Emerging Countries…

2008 – 2010 Sales Evolution (€m)

Mechanical negative impact of transfer to franchise on Iberia and France consolidated net salesNegative impact of temporary closures related to store conversion on France consolidated net salesStrong growth from Emerging Countries

Iberia France Emerging Countries


80

… Delivering Resilient Profitability …

Adjusted EBITDA Cash(1) (€m) Adjusted EBITDA Cash(1) Margin (% of sales)

(0.5)%+16.5% (2)bps

+57bps507

2008 2009 2010

435437


5.3%

2008 2009 2010

4.7%4.7%


81

Iberia73.9%

France19.0%

Emerging Countries7.1%

Iberia 51.5%

France26.3%

Emerging Countries22.2%

…With Current Revenue and EBITDAStill Mainly Generated by Iberia and France

2010 Sales Breakdown (€m) 2010 Adjusted EBITDA Cash Breakdown (€m)

Sales: €9.6bn Adjusted EBITDA Cash: €507m(1)

Emerging countries progressing from 1% of group adjusted EBITDA cash in 2008 to 7% in 2010



82

Summary P&L to EBITDA

€m


Gross Profit

Sales

% Margin

% Margin

16.5%

3.9%

3.9%

Var. 09–10

(0.5%)

2.2%

(0.1%)

Var. 08–09

507.1

1,935.7

9,588.0

20.2%

5.3%

2010

435.2

1,863.7

9,226.6

20.2%

4.7%

2009

437.4

1,822.7

9,239.8

19.7%

4.7%

2008



83

Operating Performance by Geography

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Antonio Arnanz

84

Iberia: A Model for the Whole Group

319 325375

2008 2009 2010

CAGR

7.7%

(2.7%)


Negative impact of economic turmoil on selling prices (‐3.0% in 2009, ‐0.7% in 2010)Mechanical negative impact on sales growth related to transfers to franchise in 2010 (186 stores)Increase in volume sales driven in particular by the transformation of integrated stores to the new Dia Market and Dia Maxi formats (167 in 2010, 451 in 2009)

Good purchasing conditions improvement leading to substantial decrease in cost of sales (‐3.0% in 2009, ‐0.6% in 2010) in a context of stagnation of sales

Positive impact in 2010 of cost‐cutting plan launched in 2009 including (i) transfers to franchise and (ii) internal reorganization

6.3% 6.6% 7.6%Adjusted

EBITDA CashMargin

Sales (€m) Adj. EBITDA Cash(1) (€m)

4,173 4,096 3,949

853 847 989

5,026 4,943 4,938

2008 2009 2010

(1.7)% (0.1)%

+2.1% +15.2%

Sales

Adj. EBITDA Cash

Franchise (1)Integrated (1)


85

11395 96

2008 2009 2010

2 658 2 471 2 210

160 206 308

2 818 2 677 2 518

2008 2009 2010

France: Replicating Iberian Success

CAGR

38.9%

(8.8%)

4.0% 3.5% 3.8%


ED to Dia conversion plan launched during 2009 (c. 1/3 of total stores converted by end of 2010) to be completed by year end 2012 having an estimated €53m impact in 2010 (4 to 8 weeks closure)

Mechanical negative impact on sales growth related to transfers to franchise in 2010 (77 stores in 2010)

Significant purchasing conditions improvement leading to substantial decrease in cost of sales (‐5.3% in 2009 and ‐6.7% in 2010) in a context of decrease of sales

Positive impact in 2010 of cost‐cutting plan launched in 2009 including (i) transfers to franchise and (ii) internal reorganization

(5.0)% (5.9)%

+1.4%(16.0)%


Sales

Adj. EBITDA Cash


Adjusted EBITDA Cash

Margin


86

1,254 1,412 1,709

142195

4231,396

1,607

2,132

2008 2009 2010

615

36

2008 2009 2010

Emerging Countries: Profitable Growth

CAGR

72.6%

16.7%

0.4% 0.9% 1.7%

Sales

Growth in sales sustained by the positive sales performance of integrated stores opened for more than 1 year (+13% in 2010 and +14% in 2009)Acceleration of store expansion in 2010 (201 integrated and 240 franchise stores openings in 2010 vs. 105 and 160 in 2009)

Adj. EBITDA Cash

Control of overheads, absorption of fixed costs and transfer to franchise of integrated stores (67 in 2009 and 81 in 2010) lead to a significant improvement in marginsSignificant increase poised to accelerate and reach run rate in the near future


+155%

+141%


+15.1%

32.7%


Adjusted EBITDA Cash

Margin


87

Operating Profit and Net Income

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Antonio Arnanz

88

One‐off items:

‐ Restructuring costs related to 2009 cost‐cutting measures

‐ Non cash impact (impairments, accelerated depreciation of certain assets, etc.)

‐ Tax litigation

Unusually high level of D&A following significant investments in previous years:

‐ Acceleration of transformation plan since 2008 in Iberia

‐ Remodelling of Plus stores acquired in 2007

Temporary impact of emerging countries and non‐tax deductibility of some one‐off items on consolidated effective tax rate

1

2

3

1

2

3

2010 Operating Profit and Net IncomeNegatively Impacted by One‐offs and Temporary Items


89


Items Guidance Impact on

Operating profit

Net Income

One‐off items

‐ Limited restructuring costs going forward with finalization of cost‐cutting plan

Limited non‐cash impacts onwards with finalization of conversion plan and transfers to franchise

No such tax litigation expected onwards

Unusually high level of D&A

‐ Lower level of D&A expected to be reached by 2013 (2.5%(1))

Unusually high level of tax rate

‐ Lower level of corporate effective tax rate expected to be reached by 2013 (c.30%)

1

2

3

(1) Including 0.2% of net sales for logistics assets depreciation expenses

No impact Negative impact


90


Adjustments to 2010 Operating Profit (€m)

Operating adjustments: €93m

Adjustments to 2010 Net Income (€m)

2

Impact on financials of recent and ongoing store transformation plan explains the need to adjust operating profit and net income

Given stores transformation plan completion by 2012, such adjustment won’t be relevant anymore from 2013 onwards as demonstrated in guidance


2 311

91

Cash Flow & Balance Sheet

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Antonio Arnanz

92

Negative operating working capital normal

given the Group’s business and typical in

the food retail industry accounting for 38

days of sales

Agreements with suppliers regarding

payment periods vary from country to

country with an average for the group of c.

80 days of COGS

Inventories reduced from 28 days of COGS

in 2008 to 26 days in 2010 thanks to:

Transfer from own stores to franchises Optimization of inventories management in group’s warehouses

Efficient Management of Operating Working Capital

Operating Working Capital Comments

28 27 26

8680 82

3938 38

2008 2009 2010

Trade & Other payables DaysInventory DaysOperating Working Capital Days

(1) Inventory days and Trade and other Payables Days = Amount for period divided by cost of sales and multiplied by 365. Operating Working Capital Days = Amount for period divided by net sales and multiplied by 365

(1)

(1)

(1)


93

195 260 30946145

344241

405

653

2008 2009 2010

Openings Transfers

460 538 453

247 162 243

707 700 696

2008 2009 2010

Transformations Openings

A Disciplined Capex Policy

Capex(1)

Higher level of capex in 2008 for the Remodelling of Plus stores acquired in 2007Efficiency gains in transformation process as a result of experience Acceleration of openings in Emerging where opening expense per store is far lowerDecrease of capex achieved without negative impact on Dia expansion policy

Franchise Expansion

Integrated stores

ExpansionAverage transformation of c.450 stores p.a. over the 2008‐2010 period

Significantly lower investments required both for (i) stores transferred from COCO to

COFO and (ii) in particular for FOFO openings

(1) Purchase of tangible and intangible assets(2) “DIA Urbana” stores were turned into “DIA Market” stores and “DIA Parking” stores into “DIA Maxi” stores(3) Transfers from COCO to COFO

Capex(1) (€m)

4.8%

Integrated Stores Expansion (# stores) Franchise Expansion (# stores)

3.7% 3.0%

(23)%

As of % of sales

(15)%

(2)(3)


94

Strong Cash Flow Generation

Net Cash Flow from Operating Activities

Strong increase of operating cash flow following implementation of Dia strategy

and efficient management of working capital

Net Cash Flow Used in Investing Activities

Reduction of net cash flow used in investing activities as a result of a disciplined capex policyPositive impact of disposals in particular in 2010 with the disposal of Dia Greece

Net Cash Flow from Operating Activities (€m) Net Cash Flow Used in Investing Activities (€m)

348.9410.7

548.2

2008 2009 2010

(375.5)(302.1)

(191.0)

2008 2009 2010


95

Comments

Sharp Improvement in ROCE well above industry standards

Sharp improvement of Pretax ROCE

from 20% in 2008 to 27% in 2010 thanks

to sustainable and profitable growth

DIA Pretax ROCE significantly higher

than median of other listed European

food retailers

(1) Pretax ROCE calculated as adjusted operating profit divided by invested capital, where invested capital is calculated as total assets excluding cash and cash equivalents minus current liabilities excluding current financial liabilities

(2) Median including Ahold, BIM, Carrefour, Casino, Colruyt, Jeronimo Martins, Metro, Morrison, Tesco, Sainsbury, Sonae, Delhaize – on the basis of last reported adjusted operating profit

Pretax ROCE (1) (%)

(2)

20%

27%

14%

DIA 2008

DIA 2010

European FoodRetailers Listed


96

Comments

Solid Capital Structure

2010 post spin‐off net financial debt

equals 1.2x Adjusted EBITDA Cash due

to an increase in financial debt pre spin‐

off in order to align leverage with peers

DIA leverage ratio is in line with

European listed food retailers

(1) Dia Net Financial Debt / Adjusted EBITDA Cash ratio based on forecast Net Financial Debt based on figures at December 31(2) Average including Ahold, BIM, Carrefour, Casino, Colruyt, Jeronimo Martins, Metro, Morrison, Tesco, Sainsbury, Sonae, Delhaize – on the basis of last

reported 2010 EBITDA (except for Colruyt based on forecast EBITDA)

Net Financial Debt/Adjusted EBITDA Cash

1.2x 1.2x

DIA(1) European Food (2)

Retailers Listed


97

Debt Structure

Amount Maturity

Bullet

Revolving Credit Facility

Amortizable

Other borrowings

€350m 5 years

€350m 5 years

€350m 5 years

€49m

Carrefour parent company financing has

been refinanced by long‐term debt and

revolving credit facilities

Robust long‐term debt profile with c.

€700m of bank debt evenly split

between bullet and amortizable with a

five‐year maturity

Competitive pricing terms of bank

facilities with initial margin 1.75% and

1.90% above Euribor for amortizable

and bullet respectively

Comments2010 Forecast Debt Structure

Initial margin

1.90%

1.75%

1.50% to 1.90%

Type


98

Update on Q1 2011

+

+

Product Sourcing



Store Productivity






Models




=

1

2

3

4

Antonio Arnanz

99

Comments

Dia on Track to Deliver 2011 Targets

(1.5)% (6.1)% 27.2% 2.9%YoY

Change:

6.4% 2.9% 1.4% 4.3%Margin%:

19.4% 7.8% 228% 23.2%

Sales growth of c.3%, on track to deliver

2011 target of 4%, market share gains

in Iberia and all emerging markets

Significant contribution from Emerging

Markets of +27%

Strong Adjusted EBITDA cash growth in all

3 regions, totaling 23% for the group

Significant Adjusted EBITDA cash margin

uplift from 3.6% in Q1 2010 to 4.3% in Q1

2011

Transformation plan on track with a total

of 153 integrated stores converted into

new formats and 59 stores transferred to

franchise

YoYChange:

3.6%

Adjusted EBITDA cash as of 31 March 2011 (€m)

Sales as of 31 march 2011 (€m)

Iberia France Emerging ConsolidatedQ1 2011

ConsolidatedQ1 2010

1161

586

571 2 317 2 251

Iberia France Emerging ConsolidatedQ1 2011

ConsolidatedQ1 2010

7417

899

80


Ricardo Currás

Conclusion

101

DIA: an Autonomous Company Ready to Unleash its Full Potential

Already a standalone company

Brand

Loyalty program

Executive management

Supply chain

Most of purchasing

IT system

Relationship maintained

with CarrefourPartnership with Carrefour for private label in Europe

Headquarters

Dia is ready to unleash its full

potential

DIA will have full flexibility to define its own investment policy :

Accelerate growth in existing markets

Enter new regions

Seize potential targeted acquisition opportunities

102

DIA’s Corporate Governance Principlesin Line with Best Practices

Board of Directors

10 members, of which 7 are independentComposition compliant with the Spanish Good Governance Code best practicesBoard members

Ana María Llopis (Chairman, non executive, founder and CEO of Global Ideas4all)Ricardo Currás de Don Pablos(1) (CEO)Julián Díaz (CEO of Dufry AG)Richard Golding (Executive President of Parques Reunidos Group)Mariano Martín (former Global President Sales of Procter & Gamble)Pierre Cuilleret (Senior VP of Gamestop)Rosalía Portela (CEO of ONO)Antonio Urcelay Alonso (President of Toys R Us Europe)Nadra Moussalem(1) (Colony Capital)Nicolas Brunel(1) (LVMH/Groupe Arnault)

Audit and compliancecommittee

Comprised of 3 members with at least 1 independent director

Composition: Julián Díaz (Chairman), Richard Golding, Nadra Moussalem

Nominations and compensation committee

Comprised of 3 members with a majority of independent directors (of which the chairman)

Composition: Pierre Cuilleret (Chairman), Mariano Martín, Nicolas Brunel

(1) Non independent directors

A new Board of Directors, 100% focused on Dia and business oriented

103

DIA’s Long‐Term Vision

Continue to improve our Hard Discount backboneFocus on lowest pricesCapitalize on our private label strategyPursue cost‐efficiency across the HD value chain

Mission: seize the long‐term growth potential of hard discountMission: seize the long‐term growth potential of hard discount

11

Capitalize on our distinctive value proposal and operating flexibilityFresh food and perishable products offering backed by industrialization processDeployment of our loyalty programPermanently adapt dual store format combining proximity and attractionCapitalize on our flexible operating models combining owned stores and franchise

22

Expand geographic footprintAccelerate expansion in emerging countriesSeize opportunities in high‐potential areas/countries

33

104

3‐year Operating Objectives

Over 3,000 stores by 2013From 32% in 2010 to 40% of

total stores by 2013

Over 3,000 stores by 2013From 32% in 2010 to 40% of

total stores by 2013

Complete turnaroundby year end of 2012Complete turnaroundby year end of 2012

Over 8,000 stores by 2013Over 8,000 stores by 2013

c. €230m by 2012€100m already

achieved in 2009/2010

c. €230m by 2012€100m already

achieved in 2009/2010

Increase focus on franchiseBoost overall group expansionImprove economic yield

Complete transformation into DIA Market and DIA Maxi

In SpainIn France, from Ed to DIA

Accelerate store openingsEspecially in emerging countriesSeize positions for tomorrow: a driver of “strategic value”

Pursue streamlining of our cost structure

105

Financial Objectives

Emerging countries


Sales

Adjusted operating profit

Capex

10% p.a.

7% p.a.

2010‐13E

30% of Sales and 20% of EBITDA in 2013

€540m

€9,970m

€265m

€300‐350m p.a. by 2013

2011F


106

Financial Structure and Dividend Policy

Net financial debt Maintain net financial debt / EBITDAbelow 2.0x

(1) Adjusted EBITDA excluding logistics assets depreciation expense included in « consumption of raw materials and other consumptions »

Dividend policy Payout of c.35% of consolidatednet profit adjusted for exceptional items in each financial year

107

DIA, a Compelling Investment Case

HD: an attractive segment with promising market dynamics

HD pure player with leadership positions

Strong financial profile combining growth and resilient profitability

A distinctive strategy in the hard discount universe

An experienced management team

A unique 3‐pillar geographic footprint: Iberia, France and emerging countries

1

2

3

4

5

6

Appendices

109

Glossary

ITEMS DEFINITION

ADJUSTED EBITDA CASH

The “adjusted EBITDA cash,” is defined as “operating profit” before “gains (losses) on disposals of non‐current assets,” “depreciation amortization and impairment” of logistics assets included in “cost of sales”in the income statement and “other restructuring costs and income” (included in "operating expenses")

COGS Cost of goods sold

COCO Company owned company operated stores

COFO Company owned franchise operated stores

FOFO Franchise owned franchise operated stores

INTEGRATED Includes only the COCO stores

FRANCHISES Includes both COFO and FOFO stores

110

Summary Income Statement

2008 2009 2010(1) Var. 08‐09 Var. 09‐10

Sales 9,239.8 9,226.6 9,588.0 (0.1%) 3.9%

Gross profit 1,822.7 1,863.7 1,935.7 2.2% 3.9%

% Margin 19.7% 20.2% 20.2%

Adjusted EBITDA Cash 437.4 435.2 507.1 (0.5%) 16.5%

% Margin 4.7% 4.7% 5.3%

EBITDA 355.7 417.3 448.3 17.3% 7.4%

% Margin 3.8% 4.5% 4.7%

Adjusted operating profit n.m. n.m. 230.8 n.m. n.m.

% Margin n.m. n.m. 2.4%

Operating profit 143.5 175.4 138.0 22.3% (21.3%)

% Margin 1.6% 1.9% 1.4%

Net financial expenses & other(2) (21.4) (12.1) (13.3) (43.7%) 10.2%

Income tax expenses (39.6) (36.6) (87.2) (7.5%) 138.2%

Profit for the year from continuing operations 82.5 126.8 37.6 53.7% (70.4%)

Profit/(loss) after tax for the year from discontinued operations (8.0) (9.0) 79.3 12.8% (982.5%)

Profit for the year 74.5 117.8 116.9 58.1% (0.8%)

Adjusted net income n.m. n.m. 136.9 n.m. n.m.

(1) 2010 figures do not consider pro forma disynergies , Carrefour cost‐sharing, standalone costs and Erteco as presented by Carrefour in its 3rd March 2011 presentation

(2) Other includes Dia’s share of profit (loss) of associates

111

Increase in D&A Expense on the Back of Previous Strong Investments

Majority of stores leased (90%) but still

requires investments

• Lay‐out• Equipment

Investments in logistics centers, some of

which are owned

Acceleration of transformation program

since 2008 : Dia market and Dia Maxi new

commercial models

Impact of transformation Plus stores in

Spain following acquisition in 2007 from

Tengelmann

2.6%

2.9%

2.9%

Capex(1)

D&A(2)

% of Sales

Comments

4.8%

3.7%

3.0%

(1) Acquisition of tangible and intangible assets(2) Includes logistics assets depreciation expenses and excludes accelerated D&A in 2010 and impairments of assets 2008, 2009 and 2010

112

34%

30%

29%

25%

20%

34%

France (1)

Spain

Portugal

China

Turkey

Brazil

Argentina 35%

Source: KPMG Corporate Tax Rate Survey, 2010

Effective Tax Rate Evolution Statutory Tax Rate

Comments

Tax Rate in 2010

Tax litigation in Spain in 2010

Increase in Tax rate in Portugal in 2010

Effect of negative profit before tax in some countries

on consolidated effective tax rate

Impact of non‐deductibility of some one off items

(1) Excluding CVAE

c.30% corporate effective tax rate expected to be reached by 2013

113

Companies Accounted for under Investments in Associates and Non‐controlling Interests

Investments in Associates includes:

• Holdings in Proved SAS

Anticipate change in 2011 onwards following

acquisition of Erteco

Non‐controlling interests include:

• Dia Sabanci Supermarketleri Ticared AnonimSiketi (Turkey)

• Dia Hellas (Greece) in 2008 and 2009• Dia Beijing in 2008

Investments in Associates(1) (€ ‘000) Minority Interests(1) (€ ‘000)

Comments Comments

(1) Balance sheet figures as of December 31st

114

Summary Balance Sheet

€m

Total Equity and Liabilities

Current Liabilities

Non‐current Liabilities

Total Equity

Total Assets

Current Assets

Non‐current Assets

Var.09–10

(1%)

15%

4%

(48%)

(1%)

0%

(1%)

Var.08–09

(2%)

(4%)

(12%)

8%

(2%)

(5%)

0%

2010

3,253.4

2,608.1

222.8

422.5

3,253.4

1,111.9

2,141.5

2009

3,278.4

2,258.8

214.8

804.9

3,278.4

1,113.3

2,165.1

2008

3,344.0

2,354.9

244.4

744.7

3,344.0

1,175.3

2,168.8

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Cash Flow Statement

€m 2008 2009 2010

Profit before tax 114.4 154.5 204.3

Adjustments to profit 286.4 280.1 277.7

Working capital adjustments (51.9) (23.8) 66.2

Net cash flows from operating activities 348.9 410.7 548.2

Net cash flows used in investing activities (375.5) (302.1) (191.0)

Net cash flows used in financing activities 27.8 (161.0) (306.2)

Net increase/(decrease) in cash and cash equivalents 1.1 (52.4) 51.0

Net foreign exchange difference (5.2) (1.5) 15.0

Cash and cash equivalents at January 1 308.7 304.7 250.8

Cash and cash equivalents at December 31 304.7 250.8 316.8

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(1) Inventory days and Trade and other Payables Days = Amount for period divided by cost of sales and multiplied by 365. Trade and other Receivables Days and Operating Working Capital Days = Amount for period divided by net sales and multiplied by 365

Efficient Management of Operating Working Capital

Operating Working Capital

Operating Working Capital (€m)

Total Current Operating Liabilities (B)

Trade and Other Payables

Total Current Operating Assets (A)

Trade and Other Receivables

Inventories

Operating Working Capital (A)‐(B)

Inventory Days (1)

Trade and Other Receivables Days (1)

Trade and Other Payables Days (1)

Operating Working Capital Days (1)

2009

1,621

1,621

666

125

541

(954)

27

5

80

[38]

2010

1,726

1,726

718

179

539

(1,008)

26

7

82

[38]

2008

1,746

1,746

753

176

577

(993)

28

7

86

[39]

Var09‐08

(125)

(125)

(87)

(51)

(36)

39

(1)

(2)

(6)

[(1)]

Var10‐09

105

105

52

54

(2)

(54)

(1)

2

2

[0]

Dia analyst presentation FINAL UK - Carrefour4 Indicative Timetable Preparation and publication of...

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