Migros Loan

complete

Provision of a long-term senior loan of EUR 100 million (or the equivalent in TRY) to Migros Ticaret A.S. ("Migros" or the "Company"), the second largest retailer in Turkey, to finance the company's capex programme in Turkey. The Bank signed the initial committed tranche of EUR 60 million (disbursed in TRY in January 2019) in December 2018 and signed and committed the previously uncommitted tranche of EUR 40 million in June 2019. The proceeds of the loan will enable Migros to launch an extensive capex programme by supporting the roll-out of "green" stores and refurbishment and resource efficiency investments for upgrade and modernisation of existing stores, logistic infrastructure and implementation of EU best industry techniques in any further expansion. The transition impact stems from the following two transition qualities: The primary transition impact quality of the project is Inclusive, through accreditation of the client's retail academy training programme and the resulting training and certification of young people. As part of the project, Migros will substantially strengthen its retail academy programme by obtaining accreditation through the Turkish Vocational Qualification Authority, training a significant number of young people, certifying students' learning outcomes in-line with national standards, and will work with the Bank on inclusion policy dialogue in Turkey. The secondary transition impact quality is Green, stemming from the expansion and refurbishment of energy efficient stores. The project is in-line with the country strategy for Turkey as it will increase economic opportunities for young labour market entrants and it will also support energy efficiency improvements. MIGROS TICARET AS Migros operates in 81 Turkish provinces, through a network of 2,144 food retail stores under Migros, M-Jet, 5M, and Macrocenter banners. The Company is also active in Kazakhstan and FYR Macedonia with 45 Ramstore outlets. Migros is 50% owned by Anadolu Grubu Holding A.i. ("AGHOL"), the holding company of Anadolu Group ("AG"). The remaining shareholding (23.2%) is held by a private equity consortium, and the remainder (26.8%) is free float on the Borsa Istanbul. EUR  100,000,000 EUR  160,000,000 Categorised B (ESP 2014). The Bank's environmental and social due diligence indicated that the Company is a mature organisation with adequate corporate systems in place to manage their environmental, health and safety, social (EHSS) and labour issues, as well as proving that the Company is substantially compliant with Turkish regulatory EHS requirements. A high-level Sustainability Committee is responsible for improving the integration of sustainability across Migros and for monitoring as well as enhancing EHSS performance. A number of important resource and energy efficiency commitments under the Company's Consumer Goods Forum membership indicate a strong environmental commitment, aiming to position the Company as an environmental leader in Turkey.  While Migros does not formally benchmark their environmental performance against specific EU standards, the targets and measures already established largely exceed the EU and the EBRD minimum requirements. Migros has obtained multiple EHSS and quality certifications including ISO 9001, ISO14001, OHSAS18001, ISO22000, FSSC 22000 (for its fresh meat processing plants), ISO14064-3 (validation and verification of GHG assertions), ISO 10002, Good Agricultural Practices (GAP), Independent Assurance in Human Rights and Supply Chain etc. Migros' workforce is unionised and covered by a collective bargaining agreement that is renewable every two years. A robust human resources policy framework is in place, including a dedicated Human Rights and Equal Opportunity policy (covering areas such as freedom of association, forced and child labour, harassment, health and safety, etc.), and a Human Resource Policy (covering recruitment, performance, remuneration, engagement, etc). Migros proactively supports the participation of women in professional life and provides training to increase the number of female employees and administrators in the Company. The Company is committed to good labour standards and the systems in place are fully aligned with PR2. Migros has set-up a high-level OHS committee reporting directly to the CEO. All facilities with over 50 employees have dedicated OHS committees in place. Risk assessments are carried out at all facilities and continuous improvement is monitored through customised OHS management software. Migros are also implementing employee health and wellness programmes. Migros also have a Health and Nutrition policy in place and conducts WellBeing Journet project in collaboration with its suppliers, state and NGOs, aiming at promoting consumer health and wellbeing via instore events and mobile application. Migros reported that sustainability and human rights matters are included in all contracts with third parties and that compliance is supervised by their legal department. A strong supply chain management system is in place covering labour standards and environmental performance (mainly through the GAP standard approved by the Ministry of Agriculture and Forestry) as well. Similarly, the Company has systems in place to extend EHSS and labour requirements to its contractors and agency workers. Contractors' OHS performances are evaluated through initial due diligence audits and, subsequently, regular control audits are carried out. No significant gaps were identified in this respect. An Environmental and Social Action Plan (ESAP) has been developed and agreed with the Company to reflect the further environmental measures, to formally benchmark environmental performance against EU legislation, and to ensure regular monitoring to the EBRD. The Bank will monitor the Company's environmental and social performance and implementation of the ESAP by reviewing annual E&S reports. None. Cem Dogan (CFO) cemdo@migros.com.tr www.migroskurumsal.com Migros Ticaret A.S; Atatürk Mahallesi, Turgut Özal Bulvari, No:7, Atasehir, Istanbul, Turkey