Food Lion 2009 Annual Report Download

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ANNUAL REPORT 2009
TOGETHER
THE BEST FOR LIFE

Table of contents

  • Page 1
    TOGETHER THE BEST FOR LIFE ANNUAL REPORT 2009

  • Page 2
    ...New York Stock Exchange (ticker symbol: DEG). At the end of 2009, Delhaize Group's sales network consisted of 2 732 stores. In 2009, Delhaize Group posted EUR 19.9 billion in revenues and Group share in net profit of EUR 514 million. Delhaize Group employs approximately 138 000 associates. Delhaize...

  • Page 3
    ... (%) Operating margin Net margin Net debt to equity (1) 4.8% 2.5% 57.3% 4.9% 2.2% -19bps 29bps -3.8ppt EUR 942 million Number of Associates United States - 75.8% 61.0% -105ppt 5.4% -3.4% 2.2% -27.1% -2.0% -2.3% 0.4% Currency information Average EUR per USD rate EUR per USD rate at year-end 0.6799...

  • Page 4
    ... of revenue growth, a continued strong gross margin and cost savings initiatives. +3.4% Group Share in Net Profit (in millions of EUR) 352 410 467 514 Group Share in Net Profit 2006 2007 2008 2009 Group share in net profit was EUR 514 million, an increase of 14.6% at actual exchange rates...

  • Page 5
    ... CEO OVERVIEW OF OPERATING COMPANIES OUR NEW GAME PLAN OUR VISION AND VALUES flap 02 04 06 08 OUR STRATEGY GENERATE PROFITABLE REVENUE GROWTH PURSUE BEST-IN-CLASS EXECUTION OPERATE AS A RESPONSIBLE CORPORATE CITIZEN 10 ›› 12 ›› 20 ›› 30 OUR ACTIVITIES IN 2009 34 FINANCIAL REVIEW...

  • Page 6
    ... planned and targeted investments to drive growth. Being able to offer value to consumers was even more important in 2009 than in years past. Our operating companies launched additional price investments and strong marketing campaigns, resulting in improved price positions. Delhaize Belgium...

  • Page 7
    ... STATEMENTS SHAREHOLDER INFORMATION > Financial Highlights > Profile > Letter from the Chairman and the CEO > Overview of Operating Companies > Our New Game Plan > Our Vision and Values ...TO A NEW GAME PLAN FOR YEARS TO COME low-cost supermarket format with the opening of two Red Market stores...

  • Page 8
    ... 68.3% of Group revenues Number of Stores 1 570 1 594 1 607 Revenues (in millions of USD) 19 239 2008 18 994 2009 2009 4 616 Brand positions 2007 2008 2009 2007 › 1 332 stores in 11 states in the South east and Mid-Atlantic Low-price/low-cost supermarket chain Conveniently sized format...

  • Page 9
    ... STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > Financial Highlights > Profile > Letter from the Chairman and the CEO > Overview of Operating Companies > Our New Game Plan > Our Vision and Values Retailers with Local...

  • Page 10
    ... operating companies to one Group supporting strong banners through shared knowledge and services » Number of store openings in our newer operations EUR annual gross SG&A savings by year-end 2012. 85* 300 million 2007-2009 2010-2012 6 - Delhaize Group * Excluding acquisitions 250

  • Page 11
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > Financial Highlights > Profile > Letter from the Chairman and the CEO > Overview of Operating Companies > Our New Game Plan > Our Vision ...

  • Page 12
    ..., we aspire to enrich the lives of our customers, associates and the communities we serve in a sustainable way. Together, we offer assortments, products and services that are nutritious, healthy and safe, everyday, at prices all customers can afford. We are connected with our colleagues across...

  • Page 13
    ... STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > Financial Highlights > Profile > Letter from the Chairman and the CEO > Overview of Operating Companies > Our New Game Plan > Our Vision and Values Our values Our "New...

  • Page 14
    10 - Delhaize Group - Annual Report 2009

  • Page 15
    ... FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > Generate Profitable Revenue Growth > Pursue Best-in-Class Execution > Operate as a Responsible Corporate Citizen OUR STRATEGY A SUCCESFUL STRATEGY FOR CHALLENGING TIMES Delhaize Group achieves its success through the combination of a local go...

  • Page 16
    12 - Delhaize Group - Annual Report 2009

  • Page 17
    ... RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > Generate Profitable Revenue Growth > Pursue Best-in-Class Execution > Operate as a Responsible Corporate Citizen generate profitable revenue growth Concept differentiation, competitive prices and leading local market positions...

  • Page 18
    ... on all private brand products by 2011. Food Lion's commitment to support fruits and vegetables earned the banner the "Retail Role Model'"award from the Produce for Better Health Foundation in 2009. Our other banners also continued to promote healthy eating: Delhaize Belgium and Mega Image with the...

  • Page 19
    ... offering, local marketing and cultural awareness training for the associates. Alfa Beta successfully extended its assortment of the "Close to Greek Nature" private brand. In 2009, Mega Image started the development of a new private brand for traditional Romanian products, called "Gusturi Romanesti...

  • Page 20
    ... find new ways to help our customers shop within their budget. Our banners offered as many cost-conscious options as possible while not compromising on our renowned product quality and service. To respond to a consumer who is looking more than ever for good deals and promotions, Food Lion initiated...

  • Page 21
    ... revenues, the value line 365 is well liked. Alfa Beta added almost 450 new items to its program, the majority of which were in the health and beauty line, CARE. In Greece, private brands sales grew by 10% in 2009. At Mega Image, the assortment was expanded and revenues grew by 20%. Super Indo added...

  • Page 22
    ... local customer needs. Stores that have been re-opened following such a renewal, continued to see above-company-average results in comparable store sales. Food Lion renewed 5 stores in the Daytona Beach, Florida market and 35 in the Columbia, South Carolina market. Additionally, Food Lion's banners...

  • Page 23
    ...openings over the next three years. Senior Vice President Business & Concept Development & New Business Opportunities - Delhaize Belgium Denis Knoops "Red Market is not about reducing the costs of a traditional supermarket, it is about completely eliminating a lot of costs by making drastic trade...

  • Page 24
    20 - Delhaize Group - Annual Report 2009

  • Page 25
    ... expectations while driving profitable growth. CUSTOMER TOOLS COST MANAGEMENT SUPPLY CHAIN TECHNOLOGY, LOGISTICS AND IT SYSTEMS ASSOCIATE ENGAGEMENT SYNERGIES AND PARTNERSHIPS 12 000 m2 new distribution center for fresh products at Delhaize Belgium. EUR cost improvements realized in 2009. 100...

  • Page 26
    ... Marketing Kiosks in 18 stores in 2009. The roll-out to nearly 700 Food Lion, Bloom and Harveys stores will take place in 2010. The kiosk, located at the store's entrance, delivers consumers targeted and personalized offers. Customers scan their loyalty card and receive a coupon sheet they can use...

  • Page 27
    ... grocery list in a variety of innovative and convenient ways. Bloom is also planning to offer its customers online shopping services, including online ordering and in-store pick-up. Towards the end of 2009, Food Lion and Harveys began offering printable coupons online. Bloom and Bottom Dollar Food...

  • Page 28
    ...of efficiency savings has been captured at the local level, through stand-alone operating company initiatives. All our operating companies focus on cost-reduction initiatives such as store labor productivity, advertising efficiencies, transportation efficiencies, supply and repair management, and...

  • Page 29
    ... services approach as well as a common operational organization, while at the same time safeguarding each of the banners' unique, local go-to-market strategies. This change is made to maximize our operations, create greater efficiencies and better serve our customers. 67% of Food Lion stores...

  • Page 30
    ... sophisticated planning and on-line transportation information systems. Last year, all trucks were equipped with on-board computers, guaranteeing real-time communication between distribution centers and drivers. In Greece, Alfa Beta has opened a new distribution center for fresh products, using...

  • Page 31
    ... 2010. The right products in the right store, in the right place and in the right quantity. IT Systems In 2009, Food Lion and Hannaford designed and implemented a consolidated U.S. IT infrastructure organization. The new organization is responsible for data management, service and support, network...

  • Page 32
    .... Delhaize Belgium started to test a new supermarket organization model. The purpose of the new model is to improve service to customers, create more development opportunities for store associates while at the same time increasing efficiency. If the test results are positive, the new organizational...

  • Page 33
    ... private brand products such as the well-developed chocolate assortment. Similarly, U.S. assortments will be introduced in our Belgian stores. Vendor-Retailer Collaboration In 2009, Food Lion undertook further steps to share customer research insights with its key vendors using the "shopper insight...

  • Page 34
    30 - Delhaize Group - Annual Report 2009

  • Page 35
    ... OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > Generate Profitable Revenue Growth > Pursue Best-in-Class Execution > Operate as a Responsible Corporate Citizen operate as a responsible corporate citizen The...

  • Page 36
    ..., Food Safety, Responsible Sourcing > Healthier People: Health and wellness of Associates, Associate Development > Healthier Planet: Climate Change ...to a Commitment to Specific Targets for the Future The decision to focus on these areas has implications on our working methods at all levels in...

  • Page 37
    ... the field of corporate responsibility. Healthier Products Health and Wellness > Hannaford and Food Lion voted 2 of the 10 healthiest grocery chains in the U.S. > 38% of Delhaize Group's food sales derived from fresh products. > Target is to increase the effectiveness and in-store visibility of our...

  • Page 38
    34 - Delhaize Group - Annual Report 2009

  • Page 39
    ... last year rd rd FINANCIAL REVIEW rd week in 2008) BUSINESS REVIEW › Added 13 stores for a total of 1 607 › Re-opened 53 supermarkets after remodeling or expansion work › Daytona Beach, Florida and Columbia, South Carolina market renewals › Continued cost-reduction programs and price...

  • Page 40
    ... inventory results at all three operating companies, lower utility costs and improved distribution labor productivity at Food Lion, partially offset by price investments and promotions. At Delhaize Belgium, gross margin increased by 78 basis points to 20.0% of revenues as a result of better supplier...

  • Page 41
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > FINANCIAL REVIEW > BUSINESS REVIEW > United States > Belgium > Greece > Rest of the World Selling, general and administrative expenses ("SG...

  • Page 42
    ... of the higher net profit of the year partially offset by higher foreign exchange losses recognized directly in equity (other comprehensive income). The number of Delhaize 2.2 2007 2008 2009 Net Debt to Equity (in %) 61 57 2007 2008 2009 38 - Delhaize Group - Annual Report 2009 47 2.1

  • Page 43
    ... 31, 2009 (in millions of EUR) 694 645 319 Short-term Borrowings 105 USD Denominated Long Term Debt EUR Denominated Long Term Debt 2010 2011 2012 2013 2014 2015 2017 2027 2031 78 80 Events After Balance Sheet Date On February 9, 2010, Delhaize Group announced to the Athens Stock Exchange that it...

  • Page 44
    United States As of December 31, 2009 Stores Area Format Surface range (sq.ft.) 25 000-45 500 Number of 15 000-20 000 products (1) 1 169(1) 65 Southeast Maryland, and Virginia, Mid-Atlantic North Carolina, South Carolina Supermarket Supermarket 30 000-45 000 21 000-25 000 28 Maryland, Virginia, ...

  • Page 45
    ... chain and procurement. Each of our banners follows a distinct go-to-market strategy, offers customized products and services, competitive prices and a convenient store location. The banners enjoy a well-established brand image and strong market shares in the regions where they operate. > Food Lion...

  • Page 46
    ... markets › Expand Bottom Dollar Food network › Closing of 15 underperforming Food Lion stores and 1 underperforming Bloom store › Continue integration of U.S. supply chain master network › Implement "Delhaize America" shared services organization 42 - Delhaize Group - Annual Report 2009

  • Page 47
    ... OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > FINANCIAL REVIEW > BUSINESS REVIEW > United States > Belgium > Greece > Rest of the World Store Network ME VT NY NH MA PA MD WV DG VA KY DE TN NC SC GA Number...

  • Page 48
    ... unemployment rate* rose from 7.0% to 8.3%. National food inï¬,ation was -0.2%, compared to 3.7% prior year. Consumers continued to be sensitive to promotions and good deals. Discounters opened new stores at a slower pace compared to the past. Stores Format 144 Company operated supermarkets 1 919...

  • Page 49
    ... OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > FINANCIAL REVIEW > BUSINESS REVIEW > United States > Belgium > Greece > Rest of the World The sales network of Delhaize Belgium was extended by 17 stores to 792...

  • Page 50
    ... store 10 Cash & carry stores 2 Low-cost supermarket Surface range (sq.m.) Number of products 700-3 500 13 500 200-350 4 000 500-700 6 000 1 450-3 550 8 500 900-1 000 3 000 2009 Number of stores Revenues(1) Operating profit(1) Operating margin Capital expenditures(1) Number of associates...

  • Page 51
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > FINANCIAL REVIEW > BUSINESS REVIEW > United States > Belgium > Greece > Rest of the World Market Environment In 2009, the Greek real gross ...

  • Page 52
    ... Mega Image in Romania and Super Indo (51% owned by Delhaize Group) in Indonesia are both included in the "Rest of the World" segment of Delhaize Group. Both countries have their own go-to-market strategy, adapted to the local communities and markets. 48 - Delhaize Group - Annual Report 2009

  • Page 53
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > FINANCIAL REVIEW > BUSINESS REVIEW > United States > Belgium > Greece > Rest of the World › Indonesia Market Environment Indonesia has ...

  • Page 54
    ...Market store in Bucharest, its first low-cost store. During 2009, Mega Image expanded its fresh offering by introducing bakery, deli and organic products. The banner offers the private brand ranges 365, CARE and the house brands available from Delhaize Belgium and Alfa Beta and continues to add new...

  • Page 55
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION > FINANCIAL REVIEW > BUSINESS REVIEW > United States > Belgium > Greece > Rest of the World › Rest of the World Segment Financial results ...

  • Page 56
    ... President and CEO of New England Business Service Former EVP North Atlantic Group Gillette Former Board member of Hannaford Board member of LoJack Corp., The Hannover Insurance Group, IDEXX Laboratories, Tupperware Brands Corp. Bachelor of Science in Business Administration, MBA Elected 2001 Count...

  • Page 57
    ... GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION ›› EXECUTIVE COMMITTEE Pierre-Olivier Beckers (1960) President and CEO Delhaize Group Belgium's Bel 20 CEO of the Year 2009 Manager of the Year 2000 (Trends...

  • Page 58
    ... is reviewed and updated from time to time. The latest update of the Charter is available on the Company's website (www.delhaizegroup.com). The Corporate Governance Charter of Delhaize Group includes the rules and policies of the Company, which together with applicable law, the securities exchange...

  • Page 59
    ...criteria applicable to the assessment of independence of directors under the Belgian Company Code, the Belgian Code on Corporate Governance and the New York Stock Exchange (NYSE) rules. Based on the information provided by all directors regarding their relationships with Delhaize Group, the Board of...

  • Page 60
    ...related revenues and earnings press releases > Review of the effect of regulatory and accounting initiatives and any off-balance sheet structures on the financial statements > Review of changes, as applicable, in accounting principles and valuation rules > Review of the Internal Audit Plan > Review...

  • Page 61
    ... compensation; and > share ownership guidelines. Remuneration Policy applied during 2009 During the reported year, the Company applied the remuneration policy for directors and Executive Management as it can be found in Exhibit E of the Corporate Governance Charter posted on the Company's website...

  • Page 62
    ...in 2009. Fixed vs Variable Compensation for the CEO Fixed - 32.6% Variable Short-Term Long-Term (LTI) Variable - 67.4% - Annual Bonus - Stock Options / Warrants - Restricted Stock Unit Awards - Performance Cash Grants Fixed vs Variable Compensation for the Other Members of Executive Management...

  • Page 63
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION The tables used in the following sections of this report are based on the actual payments received during the year and not on the amounts ...

  • Page 64
    ... Shares traded on the New York Stock Exchange. The options granted in June 2009 under the Delhaize Group 2002 Stock Incentive Plan for executives of the Group's U.S. operating companies vest in equal annual installments During 2009, the members of Executive Management exercised 20 209 stock options...

  • Page 65
    ...CEO 2009 2007 2008 Other Benefits, Retirement and Post-employment Benefits Other benefits include the use of companyprovided transportation, employee and dependent life insurance, welfare benefits and an allowance for financial planning for U.S. members of the Executive Management. Delhaize...

  • Page 66
    ...once a year. The Board of Directors is currently satisfied with the progress that has been made so far. Main Contractual Terms of Hiring and Termination of Executive Management The Company's Executive Management, in accordance with employment-related agreements and applicable law, is compensated in...

  • Page 67
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION the parties will negotiate in good faith to determine the terms and conditions applicable to such termination. In case of disagreement, the ...

  • Page 68
    ... shares of the Company as of that date. On December 31, 2009, the Company's Executive Management owned as a group 720 560 stock options, warrants and restricted stock units representing an equal number of existing or new ordinary shares or ADRs of the Company. 64 - Delhaize Group - Annual Report...

  • Page 69
    ... as defined under International Financial Reporting Standards, can be found in Note 32 to the Financial Statements. Insider Trading and Market Manipulation Policy The Company has a Policy Governing Securities Trading and Prohibiting Market Manipulation 2009 a. Statutory audit of Delhaize Group SA...

  • Page 70
    ...the Company's year ended December 31, 2009 will be included in the Company's Annual Report on Form 20-F for such year, which is required to be filed with the U.S. Securities and Exchange Commission by June 30, 2010. The Group's 2008 annual report filed on Form 20-F includes management's conclusion...

  • Page 71
    DELHAIZE GROUP AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2009 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION General Meeting of Shareholders approved the inclusion of a provision in each of these series of notes granting its holders the right to early...

  • Page 72
    ...financing strategies using a combination of short, medium, long-term debt and interest rate derivatives. Delhaize Group reviews its interest rate risk exposure on a quarterly basis and at the inception of any new financing operation. As a part of its interest rate risk management efforts, Delhaize...

  • Page 73
    ... Major macro-economic risks of Delhaize Group are reduced consumer spending and cost inï¬,ation or deï¬,ation. Economic conditions such as employment level, business conditions, interest rates, energy and fuel costs and tax rates could reduce consumer spending or change consumer purchasing habits...

  • Page 74
    ...regional, state and local laws and regulations in each country in which it operates relating to, among others, zoning, land use, antitrust restrictions, work place safety, public health, environmental protection, community right-to-know, alcoholic beverage sales and pharmaceutical sales. A number of...

  • Page 75
    ...the balance sheet. More information on self-insurance can be found in Note 20.2 to the Financial Statements, "Self Insurance Provision." Self-Insurance Risk Product Liability Risk The packaging, marketing, distribution and sale of food products entail an inherent risk of product liability, product...

  • Page 76
    72 - Delhaize Group - Annual Report 2009

  • Page 77
    ...22. INCOME TAXES 23. ACCRUED EXPENSES 24. EXPENSES FROM CONTINUING OPERATIONS BY NATURE 25. COST OF SALES 26. EMPLOYEE BENEFIT EXPENSE 27. OTHER OPERATING INCOME 28. OTHER OPERATING EXPENSES 29. FINANCIAL RESULT 30. NET FOREIGN EXCHANGE LOSSES (GAINS) 31. EARNINGS PER SHARE ("EPS") 32. RELATED PARTY...

  • Page 78
    ... FLOWS NOTES TO THE FINANCIAL STATEMENTS Consolidated Balance Sheet Consolidated Assets (in millions of EUR) Note 2009 2008 2007 Goodwill Intangible assets Property, plant and equipment Investment property Investment in securities Other financial assets Deferred tax assets Derivative instruments...

  • Page 79
    SUPPLEMENTARY INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Consolidated Liabilities and Equity (in millions of EUR) Note 2009 2008 2007 Share capital Share premium Treasury shares ...

  • Page 80
    ...2007(1) Revenues Cost of sales Gross profit Gross margin Other operating income Selling, general and administrative expenses Other operating expenses Operating profit Operating margin Finance costs Income from investments Profit before taxes and discontinued operations Income tax expense Net profit...

  • Page 81
    SUPPLEMENTARY INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Consolidated Statement of Comprehensive Income (in millions of EUR) 2009 2008 2007 Net profit Deferred gain (loss) on ...

  • Page 82
    ... exercise of employee stock options Excess tax benefit on employee stock options and restricted shares Tax payment for restricted shares vested Share-based compensation expense Dividend declared Balances at December 31, 2007 Other comprehensive income Net profit Total comprehensive income for the...

  • Page 83
    SUPPLEMENTARY INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Holders of the Group Other Reserves Discontinued cash flow hedge reserve Cash Flow Hedge Reserve Availablefor-sale Reserve ...

  • Page 84
    ... for losses on accounts receivable and inventory obsolescence Share-based compensation Income taxes Finance costs Income from investments Other non-cash items Changes in operating assets and liabilities: Inventories Receivables Prepaid expenses and other assets Accounts payable Accrued expenses and...

  • Page 85
    ... company incorporated and domiciled in Belgium, with its shares listed on Euronext Brussels and on the New York Stock Exchange ("NYSE"), under the symbols "DELB" and "DEG", respectively. The consolidated financial statements for the year ended December 31, 2009 as presented in this annual report...

  • Page 86
    ... balance for level 3 fair value measurements is now required, as well as significant transfers between levels in the fair value hierarchy. The amendment also clarifies the requirements for liquidity risk disclosure with respect to derivative transactions and assets used for liquidity management...

  • Page 87
    ...business, based on the location of customers and stores, which matches the way Delhaize Group manages its operations and is consistent with previous segment reporting. The Executive Committee reviews the performance of Delhaize Group's segments against a number of measures, of which operating profit...

  • Page 88
    ... is recorded as goodwill. If the cost of acquisition is less than the fair value of the net assets of the business acquired, the difference is recognized directly in the income statement. After initial recognition, goodwill is not amortized, but annually reviewed for impairment and whenever there is...

  • Page 89
    ... INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Non-monetary items that are measured at historical cost in a foreign currency are translated using the exchange rates as at the dates...

  • Page 90
    ... income statement. Residual values, useful lives and methods of depreciation are reviewed at each financial year-end, and adjusted prospectively, if appropriate. Investment Property Investment property is defined as property (land or building - or part of a building - or both) held by Delhaize Group...

  • Page 91
    SUPPLEMENTARY INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Borrowing Costs Borrowing costs directly attributable to the acquisition, construction or production of an asset that ...

  • Page 92
    ...fair value through profit or loss, any directly attributable transaction costs. The fair value is determined by reference to quoted market bid prices at the close of business on the balance sheet date for financial liabilities actively traded in organized financial markets. t Financial liabilities...

  • Page 93
    ...of derivatives is the value that Delhaize Group would receive or have to pay if the financial instruments were discontinued at the reporting date. This is calculated on the basis of the contracting parties' relevant exchange rates, interest rates and credit ratings at the reporting date. In the case...

  • Page 94
    ... number of activities required by IFRS in order to appropriately reflect the value of assets and liabilities and related store closing costs, such as a review of net realizable value of inventory or review for impairment of assets or cash generating units (for both activities see accounting policies...

  • Page 95
    ... age, years of service and compensation. The Group's net obligation recognized in the balance sheet for defined benefit plans is the present value of the defined benefit obligation at the balance sheet date less the fair value of plan assets - which in case of funded plans are usually held by a long...

  • Page 96
    ...groceries to Internet or telephone order customers. In addition, Delhaize Group generates revenue from sales to its wholesale customers, which are recognized upon delivery to or pick-up by the wholesale customer. As stated above, sales are recorded net of sales taxes, value-added taxes and discounts...

  • Page 97
    ... on its current stock option plans, the amendment will have no impact on its consolidated financial statements. t 3FWJTFE*'34Business Combinations (applicable to business combinations for which the acquisition date is on or after the beginning of the first annual reporting period beginning on...

  • Page 98
    .... The geographical segment information for 2009, 2008 and 2007 is as follows: Year ended December 31, 2009 (in millions of EUR) United States Belgium(2) Greece Rest of the World(3) Corporate Total Revenues(1) Cost of sales Gross profit Gross margin Other operating income Selling, general and...

  • Page 99
    ... PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Year ended December 31, 2008 (in millions of EUR) United States Belgium(2) Greece Rest of the World(3) Corporate Total Revenues(1) Cost of sales Gross profit Gross margin Other operating income Selling...

  • Page 100
    ... SA and Knauf Center Pommerlach SA of EUR 56 million and net profit of EUR 2 million for the full year. Acquisition of four Prodas supermarkets On July 7, 2009, Delhaize Group acquired in an asset deal, through its fully-owned subsidiary Mega Image, four stores operating under the "Prodas" brand in...

  • Page 101
    ... of Greece, as well as to the acquisition of the customer base of the Koryfi stores. From the date of acquisition, the acquired stores have contributed EUR 3 million to the 2009 revenues of the Group and - mainly due to the conversion process - EUR - 1 million to the net profit of the year. If the...

  • Page 102
    ... and location-related advantages, as well as to the acquisition of the customer base of the La Fourmi stores. From the date of acquisition, stores of the former La Fourmi Group have contributed EUR 6 million to the 2008 revenues of the Group and EUR - 0.2 million to the net profit of the year. If...

  • Page 103
    ...millions of EUR, except per share information) 2009 2008 2007 Revenues Cost of sales Other operating income Selling, general and administrative expenses Other operating expenses Finance income (costs) Result before tax Income taxes Result from discontinued operations (net of tax) Basic earnings per...

  • Page 104
    ...: (in millions of EUR) 2009 2008 2007 Food Lion Hannaford United States Belgium Greece Other Total 1 172 1 071 2 243 180 201 16 2 640 1 213 1 103 2 316 160 120 11 2 607 1 147 1 043 2 190 160 94 2 2 446 In accordance with the accounting policies stated in Note 2.3, Delhaize Group conducts an...

  • Page 105
    ... related to projects that the Group abandoned during the year. (in millions of EUR) Trade Names Developed Software Purchased Software Favorable Lease Rights Other Total Cost at January 1, 2009 Additions Sales and disposals Acquisitions through business combinations Transfers to/from other accounts...

  • Page 106
    ... Construction in Progress and Advance Payments Property under Finance Leases Total Property, Plant and Equipment Cost at January 1, 2009 Additions Sales and disposals Acquisitions through business combinations Transfers to/from other accounts(1) Currency translation effect Balance at December 31...

  • Page 107
    ... INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Depreciation expense is included in the following line items of the income statement: (in millions of EUR) 2009 2008 2007 Cost of sales...

  • Page 108
    ...'s accounting policy explained in Note 2.3, investment property is accounted for at cost, less accumulated deprecation and accumulated impairment losses, if any. As pointed out in Note 8, closed stores held under finance lease agreements are reclassified to investment property (EUR 14 million, net...

  • Page 109
    ... exchange, dealer, broker, industry group, pricing service, or regulatory agency, and those prices represent actual and regularly occurring market transactions on an arm's length basis. t Level 2: The fair value of financial instruments that are not traded in an active market is determined by using...

  • Page 110
    ...'s), which can be summarized for 2009 as follows: S&P Rating in millions of EUR % AAA AA A Total Investments in Securities 130 2 6 138 94% 2% 4% 100% The maximum exposure to credit risk at the reporting date is the carrying value of the investments. At December 31, 2009, 2008 and 2007, EUR 10...

  • Page 111
    ... customer and vendor base. Management believes there is no further credit risk provision required in excess of the normal individual and collective impairment analysis performed at each reporting date. The fair values of the trade and other receivables equal their (net) carrying values. Trade...

  • Page 112
    ...price funded by Delhaize America in the name and for the account of the optionees and net of issue costs of EUR 0.1 million after taxes (same amount in 2008 and 2007). The 2007 amount was also net of EUR 4 million (net of taxes) relating to the unamortized discount on the convertible bond. Of shares...

  • Page 113
    ... from time to time in the open market, in compliance with applicable law and subject to and within the limits of an outstanding authorization granted to the Board by the shareholders, to satisfy exercises under the stock option plans that Delhaize Group offers to its associates. No time limit has...

  • Page 114
    ...August 2009, Delhaize America engaged a U.S.-based financial institution to purchase on its behalf Delhaize Group ADRs on the New York Stock Exchange. This engagement was established to assist in the satisfaction of certain restricted stock unit awards provided to U.S.-based executive employees. The...

  • Page 115
    ... income tax consequences for the Group. As a result of the potential exercise of warrants issued under the Delhaize Group 2002 Stock Incentive Plan, the Group may have to issue new ordinary shares, to which payment in 2010 of the 2009 dividend is entitled, between the date of adoption of the annual...

  • Page 116
    ...-bank offering rate at the borrowing date plus a pre-set margin. Delhaize Group also uses a treasury notes program. The carrying values of long-term debt (excluding finance leases, see Note 18.3), net of discounts and premiums, deferred transaction costs and hedge accounting fair value adjustments...

  • Page 117
    ... and repayments of principals of Delhaize Group's non-derivative financial liabilities, excluding any hedging effects and not taking premiums and discounts into account: (in millions of USD) 2010 2011 2012 2013 2014 Thereafter Fair Value Notes due 2011 Average interest rate Interest due Notes due...

  • Page 118
    ...Group can be required to pay. Delhaize Group is managing its liquidity risk based on contractual maturities. Fair Value of Long-term Debt The fair value of the Group's long-term debt is based on the current market quotes for publicly traded debt (multiplying the quoted price with the nominal amount...

  • Page 119
    SUPPLEMENTARY INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA 18.2. Short-term Borrowings Short-term Borrowings by Currency (in millions of EUR) 2009 December 31, 2008 2007 U.S. dollar...

  • Page 120
    ...payments, net of expected sublease income, for closed stores, were included in "Closed Store Provisions" (see Note 20.1). The discount rate is based on the incremental borrowing rate for debt with similar terms to the lease at the time of the store closing. 116 - Delhaize Group - Annual Report 2009

  • Page 121
    ... - Finance and Operating Expected Lease Income As noted above, occasionally, Delhaize Group acts as a lessor for certain owned or leased property, mainly in connection with closed stores that have been sub-leased to other parties or retail units in shopping centers containing a Delhaize Group store...

  • Page 122
    ... Group issued in 2007 EUR 500 million Senior Notes with a 5.625% fixed interest rate and a 7 year term, exposing the Group to changes in the fair value due to changes in market interest rates (see Note 18.1). In order to hedge that risk, Delhaize America, LLC, swapped 100% of the proceeds to an...

  • Page 123
    ...OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Changes in fair values were recorded in the income statement as finance costs as follows: (in millions of EUR) Note 2009 December 31, 2008 2007 Losses (gains) on Interest rate swaps Related debt...

  • Page 124
    ...31, 2009. Changes in fair value of these swaps are recorded in "Finance costs" or "Income from investments" in the income statement, except - as explained above - for the USD 300 million Senior Notes, which are designated as cash flow hedges: (in millions) Year Trade Date Year Expiration Date Amount...

  • Page 125
    ... the risk reflected in those, might change, if applied assumptions change. Most obligations recognized relate to onerous lease contracts, predominately for stores located in the United States, with remaining lease terms ranging from one to 19 years. The average remaining lease term for closed stores...

  • Page 126
    ... are reviewed periodically. Plan assets are measured at fair value, using readily available market prices, or at the minimum return guaranteed by an independent insurance company. Actuarial gains and losses (i.e., experience adjustments and effects of changes in actuarial assumptions) are directly...

  • Page 127
    ... to stock market movements. Further, Delhaize Group operates in the US unfunded supplemental executive retirement plans ("SERP") covering a limited number of executives of Food Lion, Hannaford and Kash n' Karry. Benefits generally are based on average earnings, years of service and age at retirement...

  • Page 128
    ... balance sheet: Present value of funded obligation 113 Fair Value of plan assets (99) Deficit for funded plans 14 Present value of unfunded obligations 23 Unrecognized past service (cost) benefit Net liability 37 Weighted average assumptions used to determine Discount rate 5.54% Rate of compensation...

  • Page 129
    ... INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA (in millions of EUR) United States Plans 2009 Plans Outside of the United States Total 2008 United Plans Outside States of the United...

  • Page 130
    ... 2007 Plans Outside of the United States Total Balance sheet reconciliation: Balance sheet liability at January 1 Pension expense recognized in the income statement in the year Amounts recognized in OCI Employer contributions made in the year Benefits paid directly by company in the year Business...

  • Page 131
    ... basis points in the assumed healthcare trend rates would have an insignificant effect on the post-retirement benefit obligation or expense. 21.3. Share-Based Compensation Delhaize Group offers share-based incentives to certain members of management: stock option and warrant plans for associates of...

  • Page 132
    ... vesting period. Delhaize Group stock options granted to associates of non-U.S. operating companies are as follows: Plan Effective Date of Grants Number of Shares Underlying Award Issued Number of Shares Underlying Awards Outstanding at December 31, 2009 Exercise Price Number of Beneficiaries...

  • Page 133
    ...values of options granted are EUR 10.99, EUR 7.38 and EUR 16.61 per option for the years 2009, 2008 and 2007, respectively, and were estimated on the date of grant using the following assumptions: 2009 2008 2007 Share price Expected dividend yield (%) Expected volatility (%) Risk-free interest rate...

  • Page 134
    ...THE FINANCIAL STATEMENTS Options and warrants granted to associates of U.S. operating companies under the various plans are as follows: Plan Effective Date of Grants Number of Shares Underlying Award Issued Number of Shares Underlying Awards Outstanding at December 31, 2009 Exercise Price Number of...

  • Page 135
    ... values of options granted were USD 12.88, USD 14.35 and USD 21.19 per option for the years 2009, 2008 and 2007, respectively and were estimated using the following weighted average assumptions: 2009 2008 2007 Share price Expected dividend yield (%) Expected volatility (%) Risk-free interest rate...

  • Page 136
    ... the current year Recognition of deferred tax on previously unrecognized tax losses and tax credits Deferred tax expense relating to changes in tax rates or the imposition of new taxes Total income tax expense from continuing and discontinued operations Net profit (1) In 2008, taxes related to prior...

  • Page 137
    ...effect Net deferred tax liabilities at December 31, 2008 Charge (credit) to equity for the year Charge (credit) to profit or loss for the year Effect of change in tax rates Acquisition Transfers to/from other accounts Currency translation effect Net deferred tax liabilities at December 31, 2009 317...

  • Page 138
    ... cost, net of vendor allowances and cash discounts Purchasing, distribution and transportation costs Total 14 255 558 14 813 13 665 539 14 204 13 631 524 14 155 Delhaize Group receives allowances and credits from suppliers mainly for in-store promotions, co-operative advertising, new product...

  • Page 139
    .... 29. Financial Result 29.1. Finance Costs (in millions of EUR) Note 2009 2008 2007 Interest on current and long-term borrowings Loss on rate lock to hedge for tender price Losses on early retirement of debt Tender fees Interest on obligations under finance leases Interest charged to closed store...

  • Page 140
    ... of Di (see Note 5.1). 30. Net Foreign Exchange Losses (Gains) The exchange differences charged (credited) to the income statement are as follows: (in millions of EUR) Note 2009 2008 2007 Selling, general and administrative expenses Finance costs Income from investments Result from discontinued...

  • Page 141
    ... post-employment benefit plans for the benefit of employees of the Group. Payments made to these plans and receivables from and payables to these plans are disclosed in Note 21. The Company's Remuneration Policy for Directors and the Executive Management can be found as Exhibit E to the Corporate...

  • Page 142
    ... in this annual report. The aggregate compensation for the members of Executive Management recognized in the income statement is stated below. Amounts are gross amounts before deduction of withholding taxes and social security levy. They do not include the compensation of the CEO as director of the...

  • Page 143
    ... sector and relating to prices of health and beauty products and other household goods. In February 2008, Delhaize Group became aware of an illegal data intrusion into Hannaford's computer network that resulted in the potential theft of credit card and debit card number information of Hannaford...

  • Page 144
    ...Food Northeast, LLC Bottom Dollar Food Southeast, LLC CF Bugboort BVBA Delhaize America, LLC Delhaize Deutschland GmbH(2) Delhaize Finance B.V Delhaize Griffin SA Delhaize Insurance Company, Inc Delhaize Luxembourg S.A. Delhaize The Lion America, LLC Delhaize The Lion Coordination Center SA Delhaize...

  • Page 145
    ... Risk Management Services, Inc. Rovas 2001 Prodimpex S.R.L. Serdelco S.A.S. 7 Seasons NV(5) Shop 'N Save - Mass., Inc.(6) Sinking Spring Retail Holdings, LLC Smart Food Shopping Summit Commons Retail Holdings, LLC Super Market Koryfi SA Supermarkten Voeten-Hendrickx NV The Pride Reinsurance Company...

  • Page 146
    ... BALANCE SHEET CONSOLIDATED INCOME STATEMENT CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF CHANGES IN EQUITY CONSOLIDATED STATEMENT OF CASH FLOWS NOTES TO THE FINANCIAL STATEMENTS B. Summary of 2009 Changes with Impact at Group Level New entities Bottom Dollar Food...

  • Page 147
    ... PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Supplementary Information Quarterly Data (Unaudited) (in millions of EUR, except earnings per share) 2009 Full Year 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter Revenues Gross profit Gross margin Selling...

  • Page 148
    ...CONSOLIDATED INCOME STATEMENT CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME CONSOLIDATED STATEMENT OF CHANGES IN EQUITY CONSOLIDATED STATEMENT OF CASH FLOWS NOTES TO THE FINANCIAL STATEMENTS Number of Stores (at year-end) 2010(1) 2009 2008 2007 2006 2005 2004 2003 2002 2001 2000 United States...

  • Page 149
    ... OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Use of Free Cash Flow in 2009 (in millions of EUR) Inflow: Free cash flow Release of escrow for funding senior notes Stock options exercised, net of buyback own shares...

  • Page 150
    ... OF CASH FLOWS NOTES TO THE FINANCIAL STATEMENTS Historical Financial Overview Results (in millions of EUR) Revenues Operating profit Net financial expenses Income tax expense Net profit from continuing operations Net profit (Group share) Free cash flow(1) FINANCIAL POSITION (in millions of EUR...

  • Page 151
    ... of significant accounting policies and other explanatory notes. The consolidated balance sheet shows total assets of 9.748 Million EUR and the consolidated income statement shows a consolidated profit (group share) for the year then ended of 514 Million EUR. The board of directors of the company is...

  • Page 152
    ...and the features of the financial asset. One single traditional valuation method or an appropriate weighted average of various traditional valuation methods can be used. Generally, the net equity method is applied and is adjusted with potential unrecognized 148 - Delhaize Group - Annual Report 2009

  • Page 153
    ... OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA capital gain if any. The measurement of foreign investments is calculated by using the year-end exchange rate. Once selected, the valuation method is consistently applied on a year-to-year basis...

  • Page 154
    ..., social security and pensions Other operating expenses Operating profit Income from financial fixed assets Net financial expense Current profit before taxation Exceptional income Exceptional expenses Current year profit before taxation Transfer (-) to/ release (+) from deferred taxes Current...

  • Page 155
    ... INFORMATION HISTORICAL FINANCIAL OVERVIEW CERTIFICATION OF RESPONSIBLE PERSONS REPORT OF THE STATUTORY AUDITOR SUMMARY STATUTORY ACCOUNTS OF DELHAIZE GROUP SA Share Capital (December 31, 2009) (in thousands of EUR) Number of Shares Share capital Shares in issue At the end of the previous year...

  • Page 156
    ...26 and an average daily trading volume of 449 909 shares. found in the financial section of many newspapers. December 31, 2009, the closing price of Alfa-Beta, Delhaize Group's operating company in Greece, is listed on the On Delhaize Group's ADR on the New York Stock Athens Stock Exchange (www.ase...

  • Page 157
    ... conference call and the webcast. (2) Holders of bearer or dematerialized shares are informed that May 1, 2010 is a public holiday in Belgium. Therefore, they are advised to contact their bank or broker in due time. Type of Delhaize Group Shares Delhaize shares can be held in three different forms...

  • Page 158
    ... same website or directly from the Delhaize Group Investor Relations Department (see contacts at the end of this section). Delhaize Group is subject to the reporting requirements of the U.S. Securities and Exchange Commission (SEC) governing foreign companies listed in the U.S. An annual report will...

  • Page 159
    ... AT A GLANCE OUR STRATEGY OUR ACTIVITIES IN 2008 CORPORATE GOVERNANCE STATEMENT RISK FACTORS FINANCIAL STATEMENTS SHAREHOLDER INFORMATION Information Delhaize Group Share 2009 2008 2007 2006 2005 2004 2003 2002 2001 2000 1999 1998 Share price (in EUR) Price: year-end average (close) highest...

  • Page 160
    ... bank that issued the ADS. Each Delhaize Group ADS represents one share of Delhaize Group common stock and is traded on the New York Stock Exchange. Pay-out ratio (net earnings) Proposed dividends on current year earnings divided by current year Group share in net profit. Enterprise value Market...

  • Page 161
    ... CEO OVERVIEW OF OPERATING COMPANIES OUR NEW GAME PLAN OUR VISION AND VALUES flap 02 04 06 08 OUR STRATEGY GENERATE PROFITABLE REVENUE GROWTH PURSUE BEST-IN-CLASS EXECUTION OPERATE AS A RESPONSIBLE CORPORATE CITIZEN 10 ›› 12 ›› 20 ›› 30 OUR ACTIVITIES IN 2009 34 FINANCIAL REVIEW...

  • Page 162
    ...through the email alert service to receive other information: agendas of the general meetings, press releases, projects of modifications of Articles of Association, special reports from the Board of Directors, publication of annual report, statutory accounts, dividend payment, number of outstanding...

  • Page 163
    For more info, see also www.delhaizegroup.com