THE INFORMATION CONTAINED IN THIS ANNOUNCEMENT IS RESTRICTED AND NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE IN WHOLE OR IN PART IN THE UNITED STATES, CANADA, AUSTRALIA, RUSSIA OR JAPAN

These materials are not an offer for sale of securities in the United States.  Securities may not be sold in the United States absent registration with the United States Securities and Exchange Commission or an exemption from registration under the U.S. Securities Act of 1933.  O'KEY Group S.A. does not intend to register any part of the offering in the United States or to conduct a public offering of any Securities in the United States. The information contained herein is not for release, publication or distribution in whole or in part to the general public in the Russian Federation.

23 November 2010

O'KEY GROUP S.A. ANNOUNCES EXERCISE OF OVER-ALLOTMENT OPTION

O'KEY Group S.A. ("O'KEY" or the "Company"), one of the largest retail chains in Russia, today announces that in relation to its initial public offering of ordinary shares in the form of global depositary receipts ("GDRs") (the "Offering), priced at U.S. $11.00 per GDR, the Joint Bookrunners have exercised the over-allotment option in respect of 788,000 ordinary shares.  This takes the total number of GDRs being offered in the Offering to 38,929,031, and increases the aggregate gross proceeds of the Offering to the Company and selling shareholders to approximately U.S. $428 million.  The gross proceeds to the Company from the primary portion of the Offering are approximately U.S. $176 million.

Goldman Sachs International and VTB Capital plc acted as Joint Global Coordinators and Joint Bookrunners for the Offering.

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No offer or invitation to purchase or subscribe for Shares or GDRs in the Company is being made at this time.

The contents of this announcement, for which O'KEY Group S.A. (the "Company") is solely responsible, have been approved by Goldman Sachs International, which is authorised and regulated in the United Kingdom by the Financial Services Authority, solely for the purposes of Section 21(2)(b) of the United Kingdom Financial Services and Markets Act 2000 ("FSMA"). 

Each of Goldman Sachs International and VTB Capital plc (together, the "Joint Global Coordinators") is acting exclusively for the Company and no one else in relation to the proposed offer of the Company's securities and will not be responsible to anyone other than the Company for providing the protections afforded to their respective clients nor for giving advice in relation to the proposed offer or any other matters referred to in this announcement. Apart from the responsibilities and liabilities, if any, which may be imposed on Goldman Sachs International or VTB Capital plc by the FSMA or the regulatory regime established thereunder, each of Goldman Sachs International and VTB Capital plc accepts no responsibility whatsoever for the contents of this announcement, including its accuracy, completeness or verification, or for any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Shares or GDRs or the proposed offer. Goldman Sachs International and VTB Capital plc accordingly disclaim all and any liability whether arising in tort, contract or otherwise (save as referred to above) which they might otherwise have in respect of this announcement or any such statement.

The offering and the distribution of this announcement and other information in connection with the offering may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with any such restriction may constitute a violation of the securities laws of any such jurisdiction.

The information contained herein is restricted and is not for publication, distribution or release, directly or indirectly, in or into the United States of America, Canada, Australia or Japan.  This announcement does not constitute or form part of any offer to sell or solicitation of an offer to purchase or subscribe for securities in the United States.  The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States or to US persons unless the securities are registered under the Securities Act, or an exemption from the registration requirements of the Securities Act is available.  No public offering of the securities will be made in the United States.

This announcement is only addressed to and directed at persons in member states of the European Economic Area who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC) ("Qualified Investors"). In addition, in the United Kingdom, this announcement is being distributed only to, and is directed only at, (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), (ii) persons falling within Article 49(2)(a) to (d) (''high net worth companies, unincorporated associations etc.'') of the Order and (iii) persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on (i) in the United Kingdom, by persons who are not relevant persons, and (ii) in any member state of the European Economic Area other than the United Kingdom, by persons who are not Qualified Investors. Any investment or investment activity to which this announcement relates is available only to (i) in the United Kingdom, relevant persons, and (ii) in any member state of the European Economic Area other than the Untied Kingdom, Qualified Investors, and will be engaged in only with such persons.

This communication includes "forward-looking statements."  All statements other than statements of historical facts included in this communication, including, without limitation, those regarding the Company's financial position, business strategy, plans and objectives of management for future operations (including development plans and objectives) are forward-looking statements.  Such forward-looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which the Company will operate in the future.  These forward-looking statements speak only as of the date of this announcement.  The Company expressly disclaims any obligations or undertaking to disseminate any updates or revisions to any forward-looking statements contained herein to reflect any changes in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.

Information in this communication cannot be relied on as a guide to future performance. The price and value of the securities can go down as well as up.  Persons needing advice should contact a professional adviser.

This announcement is not a public offer or advertisement of GDRs in the Russian Federation, and is not an offer, or an invitation to make offers, to purchase, sell, exchange or transfer GDRs in the Russian Federation. The GDRs have not been and will not be registered in Russia and are not intended for "offering", "placement" or "circulation" in Russia (each as defined in Russian securities laws).

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