The board of directors of Companhia Brasileira de Distribuição (BOVESPA:PCAR3) agreed to spin-off 83% stake in Almacenes Éxito S.A. (BVC:EXITO) on September 5, 2022. Under the spin-off, 83% of the Exito shares currently owned by Companhia Brasileira de Distribuição will be distributed to shareholders of Companhia Brasileira de Distribuição. Companhia Brasileira de Distribuição expects to retain around 13% stake in Almacenes Éxito after spin-off. As of August 9, 2023, In connection with the Spin-Off, Companhia Brasileira de Distribuição (CBD) will distribute 1,080,556,276 Éxito common shares - in the form of Brazilian Depositary Receipts, each representing four Éxito common shares ("Éxito BDRs"), and American Depositary Shares, each representing eight Éxito common shares ("Éxito ADSs") - to holders of common shares of CBD and holders of American Depositary Shares, each representing one CBD common share ("CBD ADSs"), on a pro rata basis for no consideration. Each holder of CBD common shares will receive one newly-issued Éxito BDR for each CBD common share held at close of trading on August 22, 2023. Each holder of CBD ADSs will be entitled to receive one newly-issued Éxito ADS for every two CBD ADS held at close of trading on August 23, 2023.

As of December 31, 2022, Exito had applied to be a publicly-held company in Brazil and list Brazilian Depositary Receipts (BDRs) on the Sao Paulo stock exchange. Exito also plans to list American Depositary Receipts (ADRs) in New York. The board of directs of Companhia Brasileira de Distribuição approved the spin-off. Board has also authorized the creation of Exito's Brazilian Depositary Receipts (BDRs) and American Depositary Receipts (ADRs) programs in Brazil and the United States, respectively. Spin-off will be subject to obtaining the necessary approvals required by law and the applicable regulatory bodies, approval of shareholders of Companhia Brasileira de Distribuição and validation with creditors. On December 30, Company filed to the competent securities authorities of Brazil all the documents required to start the process to obtain a future authorization for the registration in the securities market of said country and the implementation of a Brazilian Depositary Receipts II (?BDRs Level II?) program. Companhia Brasileira de Distribuição will conduct a Extraordinary General Meeting on February 14, 2023 for approval of transaction. As of February 14, 2023, Shareholders has approved the transaction. As of July 25, 2023, the transaction is pending only the authorization of the Colombian regulatory entities for the delivery of the Brazilian Depositary Receipts (?BDRs?) and American Depositary Receipts (?ADRs?) of Éxito. Registration Statement on Form 20-F has declared effective. On August 8, 2023, the Colombian Superintendency of Finance approved the transfer of the Éxito common shares that will be the subject of the Spin-Off. Spin-off is planned to take place in the first half of 2023. The parties expect to complete the transaction over the Q2 2023. The transaction is expected to be concluded until middle of the third trimester of 2023. As of August 9, 2023, The distribution of Éxito ADSs is expected to occur on August 31, 2023.

The board of directors of Companhia Brasileira de Distribuição (BOVESPA:PCAR3) completed the spin-off of 83% stake in Almacenes Éxito S.A. (BVC:EXITO) on August 23, 2023.