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DELHAIZE GROUP 6-K 2008
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934 For the month of November, 2008 Commission File Number: 333-13302
ETABLISSEMENTS DELHAIZE FRÈRES ET CIE “LE LION” (GROUPE DELHAIZE) (Exact name of registrant as specified in its charter)* DELHAIZE BROTHERS AND CO. “THE LION” (DELHAIZE GROUP) (Translation of registrant’s name into English)*
SQUARE MARIE CURIE 40 1070 BRUSSELS, BELGIUM (Address of principal executive offices)
* The registrant’s charter (articles of association) specifies the registrant’s name in French, Dutch and English. Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F X Form 40-F Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934. Yes No X If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-
DELHAIZE GROUP REPORTS OPERATING PROFIT INCREASE OF 8.3% AT IDENTICAL EXCHANGE RATES IN THE THIRD QUARTER OF 2008 Financial Highlights Third Quarter 2008 (at identical exchange rates)
Other Highlights
CEO Comments Pierre-Olivier Beckers, President and Chief Executive Officer of Delhaize Group, commented: “During the third quarter, our revenues grew at a solid pace at all of our operations in spite of the ongoing difficult consumer environment. We are effectively managing within the current environment while pursuing our long-term strategic choices. The continued success of our private label products and our commitment to competitive pricing through cost savings initiatives have contributed to our improving sales momentum. Our solid sales performance, careful expense management and strong balance sheet, along with sufficient liquidity to finance our projected cash needs, allow us to manage our Company with confidence in these challenging times and confirm our guidance.” Financial Highlights
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THIRD QUARTER 2008 INCOME STATEMENT In the third quarter of 2008, Delhaize Group had revenue growth of 4.8% at identical exchange rates, a significant increase compared to the second quarter. At actual exchange rates, revenues declined by 1.7% to EUR 4.7 billion due to a 8.7% weaker U.S. dollar versus the euro. Organic revenue growth amounted to a strong 4.6% for the quarter. The revenue growth in the third quarter of 2008 at identical exchange rates was driven by:
Delhaize Group ended the third quarter of 2008 with a sales network of 2,630 stores, representing a net addition of 28 stores for the quarter (including 14 newly acquired La Fourmi stores in Romania). Gross margin increased to 25.2% of revenues (25.0% in the third quarter of 2007). This is an increase of 28 basis points at identical exchange rates as a result of more private label sales (particularly at Food Lion), better inventory results (particularly at Delhaize Belgium), and the cycling of long-term strategic price investments started last year at Sweetbay. Other operating income amounted to EUR 26.0 million, an increase of 10.6% at actual rates and of 14.6% at identical exchange rates compared to 2007. This is mainly due to a EUR 4.6 million gain on the sale of real estate by Alfa-Beta. Selling, general and administrative expenses remained stable at 21.0% of revenues. Cost saving initiatives and the conversion of Cash Fresh stores to affiliate status offset higher energy costs throughout the Group, more staff costs at Food Lion and Delhaize Belgium and the integration costs of Plus Hellas in Greece. Other operating expenses amounted to EUR 4.8 million in the third quarter of 2008 compared to EUR 0.2 million in the same period last year, mainly as a result of EUR 1.2 million hurricane losses at Food Lion, higher store closing expenses at Food Lion and store closing expenses related to Plus Hellas in Greece. Operating margin increased to 4.6% of revenues (4.5% in the same period last year). At identical exchange rates, this represents an increase of 15 basis points mainly as a result of our increased gross margin. Operating profit was almost stable at EUR 215.8 million, a 0.1% increase at actual exchange rates. This is an increase of 8.3% at identical exchange rates which, as communicated at the beginning of the year, represents a significant increase compared to the first half of this year, as our sales-building and cost savings initiatives began producing results. During the third quarter, the integration of Plus Hellas in Greece and La Fourmi in Romania negatively impacted operating profit by EUR 3.0 million. Operating profit would have increased by 9.7% at identical rates for the quarter excluding the results of these entities. Net financial expenses amounted to EUR 51.1 million, a decrease of 1.3% at actual rates compared to last year due to the decrease of the U.S. dollar versus the euro, partially offset by a EUR 2.0 million negative change in the fair value of hedging instruments related to the 2007 refinancing, compared to a EUR 3.6 million positive change in the third quarter of 2007. The effective tax rate was 37.2% compared to 35.0% in the third quarter of 2007. This increase was mainly due to the payment of an inter-company dividend in 2008 and to less tax benefits in the U.S. from the exercise of stock options. Net profit from continuing operations increased by 3.9% at identical exchange rates (-2.9% at actual exchange rates to EUR 103.4 million) compared to the third quarter of last year. Basic net profit from continuing operations amounted to EUR 1.01 per share (EUR 1.04 in 2007). The result from discontinued operations, net of tax, amounted to EUR -0.2 million compared to EUR 0.2 million in the third quarter of 2007.
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Group share in net profit amounted to EUR 100.0 million, a decrease of 3.1% at actual exchange rates (an increase of 4.2% at identical exchange rates). Per share, basic net profit was EUR 1.01 (EUR 1.04 in the same period last year) and diluted net profit was EUR 0.98 (EUR 1.01 in 2007). THIRD QUARTER 2008 CASH FLOW STATEMENT AND BALANCE SHEET In the third quarter, net cash provided by operating activities increased from EUR 214.1 million in 2007 to EUR 302.4 million in 2008 as a result of less cash used in working capital, positive cash flow from a tax refund in the U.S. and the timing of hedging related cash flows. Capital expenditures decreased by 12.6% to EUR 190.9 million primarily as a result of lower remodeling activity at Food Lion and Hannaford due to timing, fewer store openings and the completion of the Sweetbay conversion process last year, partly offset by spending at Alfa-Beta for the conversion of the acquired Plus Hellas stores. Delhaize Group generated free cash flow of EUR 113.1 million, an increase of EUR 116.0 million compared to last year as a result of higher operating cash flow combined with lower capital expenditures. Delhaize Group held EUR 334.4 million cash and cash equivalents at the end of September 2008. Delhaize Group’s net debt amounted to EUR 2.3 billion at the end of September 2008 (58.9% of equity), an increase of EUR 87.5 million compared to the end of December 2007 (EUR 2.2 billion or 61.0% of equity), mainly as a result of the strengthening of the U.S. dollar by 2.9% between the two balance sheet dates. YEAR-TO-DATE 2008 INCOME STATEMENT Year-to-date 2008, revenues of Delhaize Group increased by 4.1% at identical rates and decreased by 4.6% at actual rates to EUR 13.6 billion due to a 11.7% weaker U.S. dollar versus the euro. Organic revenue growth was 4.3%. Revenue growth for the first nine months of the year at identical exchange rates was the result of:
Gross margin was 25.1% of revenues (compared to 25.3% in the first nine months of 2007) mainly due to the lower contribution of our U.S. operations as a result of the weakening of the U.S. dollar versus the euro. At identical exchange rates, gross margin remained stable mainly due to favorable product mix changes especially at Food Lion where private label revenues increased, offset by the divestiture of the higher gross margin Di business and the conversion of Cash Fresh stores to affiliated stores in Belgium and price investments at Sweetbay. Other operating income decreased by 1.5% at identical rates and by 6.8% at actual rates to EUR 67.4 million primarily due to the sale of Di in the second quarter of last year and fewer gains related to the sale of Cash Fresh stores to independent owners in Belgium, partly offset by a real estate gain in Greece in the third quarter of this year. Selling, general and administrative expenses increased slightly to 21.0% of revenues (20.9% last year) as a result of the negative operating leverage of soft sales, particularly in the second quarter of this year, higher energy costs throughout the Group, higher advertising costs at Food Lion and the integration of Plus Hellas in Greece, partly offset by lower expenses at Sweetbay and cost saving initiatives. The operating margin of Delhaize Group decreased to 4.5% of revenues compared to 4.9% in the first nine months of 2007. Operating profit decreased by 2.0% at identical exchange rates and decreased by 11.4% at actual rates to EUR 615.4 million.
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Net financial expenses decreased to EUR 146.4 million, a 47.6% decrease compared to last year as a result of the debt refinancing transaction in 2007 and the weakening of the U.S. dollar versus the euro. The effective tax rate decreased from 32.6% to 31.3% because of the positive resolution of federal tax matters in the U.S. in the second quarter of 2008 and the favorable impact of the debt refinancing, while last year’s tax rate benefited from the tax benefit related to the exercise of stock options and the tax deductible debt tender charge. Net profit from continuing operations amounted to EUR 322.1 million, a 15.2% increase compared to last year at actual exchange rates (26.3% at identical exchange rates), or EUR 3.18 per basic share (an increase of 14.0% over the EUR 2.79 of 2007). In the first nine months of 2008, the result from discontinued operations, net of tax, amounted to EUR 2.5 million compared to EUR 25.2 million last year which included a positive accumulated foreign currency translation adjustment of EUR 23.7 million related to the closing of the sale of Delvita. As a result, Group share in net profit in the first nine months of 2008 amounted to EUR 318.1 million, an increase of 7.5% at actual rates (17.3% at identical exchange rates) compared to last year. Per share, basic net profit was EUR 3.20 (EUR 3.05 in the first nine months of 2007) and diluted net profit was EUR 3.12 (EUR 2.92 in the first nine months of 2007). SEGMENT REPORTING
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At the end of September 2008, Delhaize Group operated 1,577 supermarkets in the U.S. In the third quarter of this year Food Lion opened two new stores and relocated one store. Food Lion continued the renewal work in the Charlottesville and Richmond, Virginia markets, which were re-launched at the beginning of the fourth quarter. Sweetbay opened three new stores, closed one store and relocated one other store. In the third quarter of 2008, operating profit increased by 3.5% at identical exchange rates, as a result of an increase in gross margin partly offset by a slight increase in operating expenses. Gross margin grew in the third quarter mainly due to an increase in private label sales in both fresh and dry grocery categories at our three U.S. companies, and particularly at Food Lion. The slight increase in operating expenses was the result of higher energy costs for the three businesses and higher advertising and staff costs at Food Lion partly offset by cost improvements, particularly at Hannaford and Sweetbay. In 2008, Delhaize Group plans to open between 37 and 42 new supermarkets in the U.S. In addition, the Group expects to close approximately 13 stores of which seven will be relocated, resulting in a net increase of 24 to 29 stores. Approximately 150 U.S. stores will be remodeled in 2008. Food Lion will remodel 141 stores as part of its market and store renewal programs.
In the third quarter of 2008, comparable store sales growth was 3.7%, the best comparable store sales growth for Delhaize Belgium in eight quarters. Delhaize Belgium continued to experience an increase in transactions. Careful consumer spending resulted in a more than 26% increase of our “365” private label sales compared to the third quarter of last year. During the third quarter, the sales network of Delhaize Belgium grew by 7 stores to 759 at the end of September 2008, including 135 company-operated supermarkets in Belgium, 37 stores in the Grand Duchy of Luxembourg and four stores in Germany. Market share decreased slightly compared to the third quarter of last year, but the share trend improved compared with the first two quarters of this year. Operating profit jumped by 66.1% to EUR 34.3 million. The operating margin of Delhaize Belgium increased by 116 basis points to 3.2% (including the negative effect of the change in cost allocation policy previously announced), showing a solid recovery compared with the third quarter of last year. The operating margin improvement was the result of better sales momentum, an increase in gross margin (mainly as a result of better inventory results) and operating expense decreases (due to cost management efforts and the continued implementation of the Excel 2008-2010 plan). Delhaize Belgium remains on track to achieve for the full year a stable operating margin compared to last year. Delhaize Belgium expects to end 2008 with a store network of between 784 and 789 stores, as a result of the net addition of 46 to 51 stores (including two company-operated supermarkets).
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Alfa-Beta’s operating margin amounted to 4.3% of revenues, a decrease compared to 4.5% last year due to the EUR 2.6 million negative contribution of Plus Hellas. Excluding Plus Hellas, the operating margin of Alfa-Beta would have been 5.3%, an increase compared to 4.5% last year, mostly due to a gain on the sale of real estate of EUR 4.6 million. In 2008, the sales network of Alfa-Beta is expected to pass the milestone of 200 stores due to 17 store openings and the acquisition of Plus Hellas completed on April 1, 2008.
On September 1, 2008, Delhaize Group closed the acquisition of the La Fourmi chain of 14 supermarkets in Romania for an amount of EUR 18.6 million, subject to contractual adjustments. This fill-in acquisition strengthens Mega Image’s number one supermarket position in the city of Bucharest. In 2008, Delhaize Group expects to increase its sales network by 25 stores in the Rest of the World segment to a total of 103 stores, including the 14 La Fourmi supermarkets. 2008 FINANCIAL OUTLOOK Delhaize Group confirms its full year 2008 guidance as updated on July 18, 2008 and confirmed on August 4, 2008 at the occasion of the publication of the second quarter 2008 results. CONFERENCE CALL AND WEBCAST Delhaize Group’s management will comment on the third quarter 2008 results during a conference call starting November 6, 2008 at 03:00 pm CET / 09:00 am EST. The conference call can be attended by calling + 44 20 7108 6390 (U.K.) or +1 210 795 0624 (U.S.), with “Delhaize” as password. The conference call will also be broadcast live over the internet at http://www.delhaizegroup.com. An on-demand replay of the webcast will be available after the conference call at http://www.delhaizegroup.com. DELHAIZE GROUP Delhaize Group is a Belgian food retailer present in seven countries on three continents. At the end of the third quarter of 2008, Delhaize Group’s sales network consisted of 2,630 stores. In 2007, Delhaize Group posted EUR 19.0 billion (USD 26.0 billion) in revenues and EUR 410.1 million (USD 562.1 million) in net profit (Group share). At the end of 2007, Delhaize Group employed approximately 138,000 people. Delhaize Group’s stock is listed on Euronext Brussels (DELB) and the New York Stock Exchange (DEG). This press release is available in English, French and Dutch. You can also find it on the website http://www.delhaizegroup.com. Questions can be sent to investor@delhaizegroup.com. FINANCIAL CALENDAR
CONTACTS
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DELHAIZE GROUP CONDENSED CONSOLIDATED FINANCIAL STATEMENTS Condensed Consolidated Income Statements (Unaudited)
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Condensed Consolidated Balance Sheets (Unaudited)
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Condensed Consolidated Statements of Cash Flows (Unaudited)
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Condensed Consolidated Statements of Recognized Income and Expense (Unaudited)
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Selected Explanatory Notes (Unaudited) General Information Delhaize Group is a Belgian food retailer with operations in seven countries on three continents. The Company’s stock is listed on Euronext Brussels (DELB) and the New York Stock Exchange (DEG). The condensed consolidated financial statements of the Group for the nine months ended September 30, 2008 were authorized for issue by the Board of Directors on November 5, 2008. Basis of Presentation and Accounting Policies This report presents unaudited interim condensed consolidated financial statements and has been prepared using accounting policies in accordance with International Financial Reporting Standards, or IFRS, as issued by the International Accounting Standards Board, or IASB, and as adopted by the European Union, or EU. As of September 30, 2008, the accounting standards and interpretations endorsed by the EU are identical to the effective standards and interpretations issued by the IASB with the exception of IAS 39 Financial Instruments: Recognition and Measurement, which is only partly endorsed by the EU. The difference between IAS 39 as issued by the IASB and as endorsed by the EU has no effect on our consolidated financial statements. Consequently, Delhaize Group’s annual consolidated financial statements are prepared in accordance with IFRS, as issued by the IASB, and this quarterly report is presented in accordance with International Accounting Standard (IAS) 34, “Interim Financial Reporting”. The financial statements should be read in conjunction with Delhaize Group’s annual financial statements as at December 31, 2007 included in Delhaize Group’s 2007 Annual Report, because the financial statements herein do not include all the information and disclosures required in the annual financial statements. The accounting policies applied herein are consistent with those applied in Delhaize Group’s 2007 consolidated financial statements. Delhaize Group did not early adopt any new IFRS standards or interpretations which were issued at the date of authorization of these interim condensed financial statements, but not yet effective at the balance sheet date. We will report on the expected impact of new pronouncements in our 2008 annual financial statements. Acquisitions P.L.L.C. On February 14, 2008, Alfa-Beta completed the 100% acquisition of P.L.Logistics Center – Dianomes – Apothikefsis – Logistics (P.L.L.C.) for an amount of EUR 12.2 million. This company owns mainly land and construction permits at Inofyta, Greece, where a new distribution center of fresh products will be constructed. The fair value of the acquired land amounts to EUR 8.5 million and a provisional goodwill of EUR 4.6 million has been recognized pending the completion of the purchase accounting exercise. P.L.L.C. has been included in the consolidated financial statements since February 14, 2008. Plus Hellas On April 1, 2008, Delhaize Group completed the 100% acquisition of the Greek retailer Plus Hellas through its subsidiary Alfa-Beta for an initial amount of EUR 69.5 million, subsequently contractually adjusted to EUR 65.0 million. Including EUR 0.3 million directly attributable to acquisition costs, the total consideration was EUR 65.3 million. Taking into account the cash and cash equivalents acquired, the net cash outflow was EUR 64.1 million. The Plus Hellas network consists of 34 stores and a distribution center (including 11 stores and the distribution center are owned). Five Plus Hellas stores have been closed and the remaining 29 are in the process of being converted to Alfa-Beta banners. The interim condensed consolidated financial statements include the results of Plus Hellas for the six months from the acquisition date and a provisional goodwill of EUR 15.3 million. The fair value exercise and the final purchase price allocation of the Plus Hellas acquisition is expected to be completed in the first quarter of 2009. La Fourmi On September 1, 2008, Delhaize Group acquired La Fourmi, which operates 14 supermarkets (including four that are owned) in Bucharest. These supermarkets will be integrated with Delhaize Group’s Romanian subsidiary Mega Image. The purchase price for 100% ownership of La Fourmi was EUR 18.6 million, subject to contractual adjustments. Net of debt and cash and cash equivalents acquired and including contractual adjustments, the cash outflow was EUR 11.4 million. The interim condensed consolidated financial statements include the results of La Fourmi since the acquisition date and preliminary goodwill (before any fair value adjustments and purchase price allocation) of EUR 15.1 million. The fair value exercise and the purchase price allocation have recently started and is expected to be completed by the end of the second quarter of 2009.
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Income Statement Other Operating Income
Other Operating Expenses
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Balance Sheet and Cash Flow Statement Condensed Consolidated Statements of Changes in Shareholders’ Equity
Issuance and Repurchase of Equity Securities In the third quarter of 2008, Delhaize Group did not issue new shares, purchased 46,450 of its own shares, and used 4,584 of its treasury shares. During the first nine months of 2008, Delhaize Group did not issue new shares, purchased 98,317 of its own shares, and used 136,794 of its treasury shares. Delhaize Group owned 900,472 treasury shares at the end of September 2008. Dividends On May 22, 2008, Delhaize Group’s shareholders approved the distribution of a EUR 1.44 gross dividend for 2007. After deduction of a 25% withholding tax, this resulted in a net dividend of EUR 1.08 per share. The 2007 dividend was payable to owners of ordinary shares as of May 30, 2008 and to owners of Delhaize Group ADRs (American Depository Receipts) as of June 11, 2008. Issuance, Repurchases and Repayments of Debt
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Property, Plant and Equipment During the first nine months of 2008, Delhaize Group added EUR 468.2 million in property, plant and equipment, including EUR 24.6 million in property under finance leases. The carrying amount of sales and disposals of property, plant and equipment for the same period was EUR 8.2 million. Related-Party Transactions In June 2008, an aggregate number of 176,400 stock options and warrants and 35,886 restricted shares were granted to members of the Executive Management. Risks In accordance with Article 13 of the Belgian Royal Decree of November 14, 2007, Delhaize Group states that the fundamental risks confronting the Company are unchanged from those described on pages 56 through 59 of the 2007 Annual Report. On a regular basis, the Board of Directors and Company management evaluate the business risks that confront Delhaize Group. Contingencies In February 2008, Delhaize Group became aware of an illegal data intrusion into Hannaford’s computer network that resulted in the theft of credit card and debit card number information of Hannaford and Sweetbay customers. Also affected are certain, independently-owned retail locations in the Northeast of the U.S. that carry products delivered by Hannaford. Delhaize Group believes that this information was potentially exposed from approximately December 7, 2007 through early March 2008. There is no evidence that any personal information, such as names or addresses was accessed or obtained. Various litigations and claims have been filed against Hannaford and affiliates on behalf of customers and others seeking damages and other related relief allegedly arising out of the data intrusion. Hannaford intends to defend such litigation and claims vigorously although it cannot predict the outcome of such matters. At this time, Delhaize Group does not have sufficient information to reasonably estimate possible expenses and losses, if any, which may result from such litigation and claims. Share-based Payments In May 2008, Delhaize Group granted 465,820 restricted stock unit awards and 531,144 warrants to associates of its U.S. operating companies under the “Delhaize Group 2002 Stock Incentive Plan.” The fair value for the restricted stock unit awards is USD 74.76 based on the share price at the grant date. The restricted stock unit awards will vest over a five-year period starting at the end of the second year after the award. The warrants were granted at an exercise price of USD 74.76, will vest ratably over a three-year period and expire ten years from the grant date. The fair value per option is USD 14.35 and was estimated at the date of grant using the Black-Scholes-Merton model with the following assumptions:
Through the end of the 3rd quarter 2008, Delhaize Group issued 237,291 stock options to associates of its non-U.S. operating companies, at an exercise price of EUR 49.25. The options will vest over a three and a half year period and will expire seven years from the grant date. The fair value per option is calculated on the basis of the weighted average share price over the acceptance period and amounts to EUR 7.38. The Black-Scholes-Merton model has been used to calculate the option fair value, using the following assumptions:
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OTHER FINANCIAL AND OPERATING INFORMATION (unaudited) Use of non-GAAP (Generally Accepted Accounting Principles ) Financial Measures Delhaize Group uses certain non-GAAP measures in its financial communication. Delhaize Group does not consider these measures as alternative measures to net profit or other financial measures determined in accordance with IFRS. These measures as reported by Delhaize Group can differ from similarly titled measures used by other companies. We believe that these measures are important indicators of our business and are widely used by investors, analysts and other interested parties. In the press release, the non-GAAP measures are reconciled to financial measures prepared in accordance with IFRS. Number of Stores
Organic Revenue Growth Reconciliation
Free Cash Flow Reconciliation
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Net Debt Reconciliation
Identical Exchange Rates Reconciliation
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CERTIFICATION OF RESPONSIBLE PERSONS The undersigned Pierre-Olivier Beckers, President and Chief Executive Officer of Delhaize Group, and Arthur B. Goss, Senior Vice President and Chief Accounting Officer, of Delhaize Group confirm that to the best of their knowledge:
Brussels, November 5, 2008
REPORT OF THE STATUTORY AUDITOR We have performed a limited review of the accompanying consolidated condensed balance sheet, condensed income statement, condensed statement of cash flow, condensed statement of recognized income and expense and notes (jointly the “interim financial information”) of Delhaize Brothers and Co “The Lion” (Delhaize Group) SA (“the company”) and its subsidiaries (jointly “the Group”) for the nine-month period ended 30 September 2008. The Board of Directors of the Company is responsible for the preparation and fair presentation of this interim financial information. Our responsibility is to express a conclusion on this interim financial information based on our review. The interim financial information has been prepared in accordance with IAS 34, “Interim Financial Reporting”, as issued by the International Accounting Standards Board (IASB), and as adopted by the European Union (EU). Our limited review of the interim financial information was conducted in accordance with the recommended auditing standards on limited reviews applicable in Belgium, as issued by the “Institut des Reviseurs d’Entreprises/Instituut der Bedrijfsrevisoren”. A limited review consists of making inquiries of Group management and applying analytical and other review procedures to the interim financial information and underlying financial data. A limited review is substantially less in scope than an audit performed in accordance with the auditing standards on consolidated annual accounts as issued by the “Institut des Reviseurs d’Entreprises/Instituut der Bedrijfsrevisoren”. Accordingly, we do not express an audit opinion. Based on our limited review, nothing has come to our attention that causes us to believe that the interim financial information for the nine-month period ended September 30, 2008 is not prepared, in all material respects, in accordance with IAS 34, “Interim Financial Reporting”, as issued by the IASB, and as adopted by the EU. The full report of the statutory auditor on the limited review of the interim consolidated financial information can be found on Delhaize Group’s website at www.delhaizegroup.com.
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DEFINITIONS
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS Statements that are included or incorporated by reference in this press release and other written and oral statements made from time to time by Delhaize Group and its representatives, other than statements of historical fact, which address activities, events and developments that Delhaize Group expects or anticipates will or may occur in the future, including, without limitation, statements about strategic options, future strategies and the anticipated benefits of these strategies, are “forward-looking statements” within the meaning of the U.S. federal securities laws that are subject to risks and uncertainties. These forward-looking statements generally can be identified as statements that include phrases such as “guidance”, “outlook”, “projected”, “believe”, “target”, “predict”, “estimate”, “forecast”, “strategy”, “may”, “goal”, “expect”, “anticipate”, “intend”, “plan”, “foresee”, “likely”, “will”, “should” or other similar words or phrases. Although such statements are based on current information, actual outcomes and results may differ materially from those projected depending upon a variety of factors, including, but not limited to, changes in the general economy or the markets of Delhaize Group, in consumer spending, in inflation or currency exchange rates or in legislation or regulation; competitive factors; adverse determination with respect to claims; inability to timely develop, remodel, integrate or convert stores; and supply or quality control problems with vendors. Additional risks and uncertainties that could cause actual results to differ materially from those stated or implied by such forward-looking statements are described in Delhaize Group’s Annual Report on Form 20-F for the year ended December 31, 2007 and other periodic filings made by Delhaize Group with the U.S. Securities and Exchange Commission, which risk factors are incorporated herein by reference. Delhaize Group disclaims any obligation to update developments of these risk factors or to announce publicly any revision to any of the forward-looking statements contained in this release, or to make corrections to reflect future events or developments.
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SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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