Cencosud acquires 67% of The Fresh Market Holdings, Inc.; by partnering with Apollo Global Management in the United States

• The Fresh Market is a premium specialty supermarket that offers a variety of high-quality fresh products and a range of prepared meals in its stores.
• The total valuation of the company is US$1.568 billion, equivalent to a 2021 adjusted EBITDA multiple of 8.0x.
• Cencosud will invest US$676 million in cash for a 67% stake.

Santiago, Chile, May 10, 2022.- Cencosud (BCS: CENCOSUD), a leading retailer in South America with operations in Chile, Argentina, Brazil, Peru, and Colombia, announced today that it has signed a definitive agreement with Apollo Global Management, Inc. (NYSE: APO) to acquire a 67% stake in The Fresh Market Holdings, Inc. (hereinafter, "The Fresh Market" or the "Company"), a premium specialty products company competing in the food retail industry in the United States of America. Existing shareholders, including Apollo, the Berry family, and the Company's management, will retain a minority stake in The Fresh Market.

The Fresh Market is a supermarket chain founded in 1982, headquartered in Greensboro, North Carolina. The Company has 160 stores (100% leased) in 22 states, with an average store size of approximately 1,950 m².

The Fresh Market has always been committed to its original values, which are to provide customers with inspiring and fresh food to make everyday eating extraordinary. This supermarket chain is the ideal destination for those looking to discover unique and excellent quality products, restaurant-quality prepared dishes, hand-prepared products, premium baked goods, fresh flowers, meats cut on the spot, and carefully selected products for festivities and special occasions.

Awards and recognitions:

• The Fresh Market was recognized by USA Today’s 10 Best Readers' Choice in 2021 and 2022 as the #1 in the category “Best Supermarket” in the United States.
• Newsweek and Statista rated The Fresh Market as the #5 for the best customer service in the grocery industry in the United States in 2020.
• Winsight Grocery Business has highlighted The Fresh Market as one of the top ten innovators in the food retail sector.
• Newsweek also ranked The Fresh Market as one of the five most reliable grocery retailers in gourmet food and natural organic food.

With this transaction, Cencosud expands its geographical diversification, with approximately 12% of proforma revenues coming from the United States, a traditionally defensive market with a stable currency. This partnership also provides Cencosud access to the U.S. market, where there is much greater depth in capital markets. In addition, Cencosud will be able to leverage The Fresh Market's best practices in its Latin American businesses, helping to drive greater profitability and efficiency. The Fresh Market's Board of Directors (in which Cencosud will have majority representation) and its current management team have extensive experience in the U.S. retail industry. Such management will continue to lead the business, and existing shareholders will retain a stake in the Company, thus contributing to maintaining the success of The Fresh Market and its strong corporate governance.

The Fresh Market reported revenues of US$1.933 billion in 2021, with an adjusted EBITDA of US$196 million and an EBITDA margin of 10.2%. The sale is composed of ~70% perishable products (compared to 35% of traditional supermarkets), with an offering focused on fresh products, which helps drive a strong EBITDA margin performance, and ~15% prepared dishes, which are a key element for growth and profitability.

Transaction Agreement:
Cencosud agreed to invest US$676 million in the purchase of a combination of primary and secondary capital in The Fresh Market. As a result of the transaction, Cencosud will acquire a 67% stake in The Fresh Market, and the current shareholders will own the remaining 33%. In addition, US$265 million in cash will go to The Fresh Market's balance sheet, reducing the Company's net leverage to 2.7x EBITDA.

Cencosud will finance the investment with its own operating cash flow. At the end of the transaction, Cencosud's gross leverage will be approximately 3.1x, and The Fresh Market's debt will be refinanced to improve its capital structure from a maturity extension and interest rate perspective.

Heike Paulmann, Chairman of the Board of Cencosud, said:

"It is a big step for Cencosud to enter the United States, in line with our diversification strategy. I am confident that it will be a tremendous and very profitable experience for both companies. Let's go The Fresh Market! Let's go Cencosud!"

Matías Videla, CEO of Cencosud mentioned:

"The Fresh Market is one of the best supermarkets in the United States, widely recognized by market specialists and consumers alike, given its customer-centric culture, excellence in fresh products, and memorable shopping experience in its stores. This unique value proposition is the result of a successfully executed strategy and the commitment of a team of highly experienced executives led by Jason and Andy. We are very excited to make our first investment in the North American market through a partnership with a prestigious company like Apollo Global Management, with extensive experience in the retail market. Our team is very excited to work hand in hand to accelerate the growth and value of the company."

Apollo's partner, Andrew Jhawar, commented:

"The Fresh Market has experienced the highest sales growth in the last two years compared to its peers, and we are very excited to enter a next phase together with Cencosud, one of the best retailers in South America. Looking ahead, the Company has a tremendous organic growth opportunity that can be accelerated with Cencosud's investment, and we look forward to working closely with Heike, Matías, and the Cencosud team to help drive the continuous creation of value in The Fresh Market."

Jason Potter, CEO of The Fresh Market, added:

"Cencosud has proven to be a world-class retailer with exceptional margins, and we look forward to sharing best practices across all our businesses. The Fresh Market has experienced strong financial momentum in recent years, and this partnership with Cencosud will allow the company to capture a larger market share as we expand our presence in the core market of both the southeastern United States and other regions. Our entire team is looking forward to partnering with the Paulmann family, Matías, and the Cencosud team."

About Apollo:
Apollo is a high-growth global alternative asset manager. In our asset management business, we seek to provide our clients with excess return at every point along the risk-return curve, from investment grade to private equity, with a focus on three investment strategies: yield, hybrid, and capital. For over three decades, our investment expertise across our fully integrated platform has served our clients' financial return needs and has provided companies with innovative capital solutions for growth. Through Athene, our retirement services business, we specialize in helping clients achieve financial security by providing a suite of retirement savings products and acting as solution providers for institutions. Our patient, creative, and knowledgeable investment approach aligns our clients, the companies we invest in, our employees, and the communities we impact, to expand opportunities and achieve positive outcomes. As of March 31, 2022, Apollo had approximately US$513 billion in assets under management. For more information, visit www.apollo.com.

Advisors:
J.P. Morgan acts as exclusive financial advisor to Cencosud and Milbank LLP serves as legal advisor. Credit Suisse serves as exclusive financial advisor to The Fresh Market and Simpson Thacher & Bartlett LLP serves as legal advisor.