X5 COMPLETES ACQUISITION OF KOPEYKA CHAIN

X5 RETAIL GROUP COMPLETES ACQUISITIONOF kopeyka discounter CHAIN

Amsterdam, 15 December 2010 - X5 Retail Group N.V., Russia's largest food retailer in terms of sales (LSE ticker: "FIVE"), announced today that it has completed the acquisition of Kopeyka discounter chain. In accordance with the agreement, X5 purchased 100% of the business and assets of Kopeyka for a price of RUR 51.5 billion (enterprise value) including assumption of Kopeyka's net debt of no more than RUR 16.5 billion.

Kopeyka is an excellent strategic and operational fit and offers attractive value for X5's shareholders. This acquisition gives X5 the number one position in discounters in Russia, building on Pyaterochka's organic success and providing quality locations in Moscow and Moscow Region and other key geographic markets with strong demographics for this format. X5 expects to realize significant synergies from the rebranding and operational integration of Kopeyka stores to raise performance towards X5 format levels, with strong upside potential in sales density, profitability and cash flow generation.

X5 received all necessary approvals for the transaction, including approval of the Company's Supervisory Board and consent from the Russian Federal Anti-Monopoly Service (FAS).

In accordance with the FAS decisions of 09.09.2010 and 17.09.2010, the subsidiaries of OJSC "TD "Kopeyka" ceased trading activity at 27 stores before completion of the transaction and are considering proposals from other retailers to operate at these locations.

X5 will convert Kopeyka stores to Pyaterochka over a two-year period to deliver outstanding value for our customers and shareholders.

For additional information regarding this transaction please see X5 Retail Group press release dated 06 December 2010. This press release is available on our website at www.x5.ru.

Note to Editors:

About Kopeyka

Founded in 1998 in Moscow, Kopeyka is Russia's number three soft discounter chain in the Russian food retail market in terms of revenue and number of stores. Kopeyka had 2009 revenues of RUR 54.9 billion and EBITDA of RUR 3.7 billion (audited). For the first half year to June 30, 2010, the company had revenues of RUR 30.2 billion and EBITDA of RUR 1.6 billion.

By the end of 2010 Kopeyka retail chain plans to have 700 stores with total selling area space of c. 310,000 square metres. As of 30 September 2010, Kopeyka retail chain has 642 stores. This included 329 stores in Moscow and Moscow region and 313 stores in other regions of European Russia.

As of September 30, 2010, some 56% of stores were leased, mostly on long lease terms. Prior to the transaction, Kopeyka completed a franchisee buyout program in November 2010. During Q3 2010, Kopeyka also completed a buyout of real estate from a mutual fund owned by Management Company URALSIB.

The company has 7 distribution centres with around 87 ths. sq. m. of capacity, and Kopeyka's logistics centralisation rate of с. 90% is the highest in the sector. Logistics efficiency benefits from an advanced integrated IT platform, including warehouse monitoring system, GPS-monitoring of fleet and integration of all processes on SAP platform.

About X5 Retail Group

X5 Retail Group N.V. is Russia's largest retailer in terms of sales. The Company was created as a result of a merger between Pyaterochka (soft discounter chain) and Perekrestok (supermarket chain) on 18 May 2006. In June 2008, X5 acquired Karusel hypermarket chain and substantially strengthened its position in hypermarket format.

As at 30 September 2010, X5 had 1,630 Company-managed stores located in Moscow, St. Petersburg and other regions of European Russia, Urals and Ukraine, including 1,232 soft discount stores, 289 supermarkets, 65 hypermarkets and 44 convenience stores.

As at 30 September 2010, X5's franchisees operated 632 stores across Russia.

For the full year 2009 X5's net sales totaled USD 8,717 mln, EBITDA reached USD 736 mln, and net profit amounted to USD 165 mln.

For the first nine months 2010, net sales totaled USD 7,798 mln, EBITDA reached USD 593 mln, and net profit amounted to USD 183 mln.

X5 Shareholder structure is as follows: Alfa Group - 47.9%, founders of Pyaterochka - 23.1%, X5 Management - 1.9%, treasury shares - 0.1%, free float - 27.0%.

Forward looking statements:

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the fact that they do not only relate to historical or current events. Forward-looking statements often use words such as" anticipate", "target", "expect", "estimate", "intend", "expected", "plan", "goal" believe", or other words of similar meaning.

By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances, a number of which are beyond X5 Retail Group N.V.'s control. As a result, actual future results may differ materially from the plans, goals and expectations set out in these forward-looking statements.

Any forward-looking statements made by or on behalf of X5 Retail Group N.V. speak only as at the date of this announcement. Save as required by any applicable laws or regulations, X5 Retail Group N.V. undertakes no obligation publicly to release the results of any revisions to any forward-looking statements in this document that may occur due to any change in its expectations or to reflect events or circumstances after the date of this document.