Delhaize Group announces debt tender offer results

BRUSSELS, Belgium, December 3, 2012 - Delhaize Group (Euronext Brussels: DELB, NYSE: DEG), the Belgian international food retailer, announced today the results of (i) its tender offer to qualifying holders for cash prior to maturity of up to €100 million in aggregate principal amount of its outstanding 5.625% Senior Notes due 2014 (the “Euro Notes”), plus accrued and unpaid interest and premium amounts (the “Euro Tender Offer”) and (ii) its tender offer for cash for any and all of its outstanding $300 million 5.875% Senior Notes due 2014 (the “Dollar Notes”), plus accrued and unpaid interest and premium amounts (the “Dollar Tender Offer”).

Euro Tender Offer Results

The Euro Tender Offer commenced on November 20, 2012 expired on November 29, 2012 at 4.00 p.m., London time. The Euro Tender Offer was made on the terms and subject to the conditions contained in the Tender Offer Memorandum dated November 20, 2012.
 
€94,299,000 in nominal amount of the Euro Notes were validly tendered for purchase to Delhaize Group pursuant to the Euro Tender Offer. Delhaize Group has accepted for purchase an aggregate nominal amount of €94,299,000 of the Euro Notes at a purchase price of 107.740 per cent. The purchase price, together with accrued interest, will be paid to qualifying holders whose Euro Notes have been accepted for purchase on or about December 3, 2012 (the “Settlement Date”). Following completion of the Euro Tender Offer, an aggregate nominal amount of €214,634,000 of the Euro Notes will remain outstanding.
 
The purpose of the Euro Tender Offer is to manage the debt maturity profile of Delhaize Group. The Euro Tender Offer was made only outside the United States, and no tenders from the United States were accepted. Any Euro Notes purchased by Delhaize Group pursuant to the Euro Tender Offer will be cancelled and will not be reissued or resold.

Dollar Tender Offer Results

The Dollar Tender Offer commenced on November 20, 2012 expired on November 29, 2012 at 5.00 p.m., New York City time (the “Dollar Tender Offer Expiration Time“). The Dollar Tender Offer was made on the terms and subject to the conditions contained in the Offer to Purchase dated November 20, 2012, and the accompanying Letter of Transmittal.
 
$200,950,000 in aggregate principal amount of the Dollar Notes were validly tendered and not withdrawn prior to the Dollar Tender Offer Expiration Time. Delhaize Group has accepted for purchase all of the tendered Dollar Notes.
 
Delhaize Group expects to pay on the Settlement Date for the Dollar Notes purchased pursuant to the Dollar Tender Offer. It will pay holders who validly tendered and did not withdraw their Dollar Notes at or prior to the Dollar Tender Offer Expiration Time the Total Consideration of $1,059.45 for each $1,000 principal amount of Dollar Notes accepted for purchase, plus accrued and unpaid interest up to, but not including, the Settlement Date. Following completion of the Dollar Tender Offer, an aggregate nominal amount of $99,050,000 of the Dollar Notes will remain outstanding.
 
Delhaize Group today also announced that it will exercise its right to redeem, satisfy and discharge any Dollar Notes that remain outstanding following the Settlement Date at a redemption price provided for under the indenture governing the Dollar Notes, plus any accrued and unpaid interest on the principal amount up to, but not including, the date of redemption, which will be January 3, 2013, unless extended by Delhaize Group in its sole discretion. Upon the completion of the redemption, no principal amount of Dollar Notes will remain outstanding.
 
The purpose of the Dollar Tender Offer is to manage the debt maturity profile of Delhaize Group. Any Dollar Notes purchased by Delhaize Group pursuant to the Dollar Tender Offer will be cancelled and will not be reissued or resold.