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 April, 2014

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):  ¨

ANNUAL REPORT 2013
TOGETHER THE BEST FOR LIFE

DELHAIZE GROUP, A LEADING FOOD RETAILER
DELHAIZE GROUP HAS LEADING POSITIONS IN FOOD RETAILING IN KEY
MARKETS. OUR OPERATING COMPANIES HAVE ACQUIRED THESE POSITIONS
THROUGH DISTINCT GO-TO-MARKET STRATEGIES. THE GROUP IS COMMITTED
TO OFFER ITS CUSTOMERS A LOCALLY DIFFERENTIATED SHOPPING
EXPERIENCE, TO DELIVER SUPERIOR VALUE AND TO MAINTAIN HIGH SOCIAL,
ENVIRONMENTAL AND ETHICAL STANDARDS. OUR GROUP’S STRENGTH IS
SUPPORTED BY THE CLOSE COOPERATION OF ITS OPERATING COMPANIES AT BOTH THE REGIONAL AND GLOBAL LEVELS.
BELGIUM
852 STORES
16 227 ASSOCIATES
SOUTHEASTERN USA EUROPE

1 514 STORES 1 051 STORES

108 053 ASSOCIATES 30 933 ASSOCIATES
160 883 ASSOCIATES

3 534 STORES (+ 83 vs 2012)

€
21.1 bln OF REVENUES
NYSE EURONEXT BRUSSELS (TICKER SYMBOL: DELB) NEW YORK STOCK EXCHANGE (TICKER SYMBOL: DEG)

CONTENT
02 Group
02 Key Performance Indicators
04 Interview with the Chairman and the CEO
08 Segment Overview
10 Vision and Values
11 Strategy
12 Growth
18 Efficiency
24 Sustainability
30 Review(1)
30 Financial Review
33 United States
36 Belgium
39 Southeastern Europe
42 Governance(1)
42 Corporate Governance
54 Remuneration Report
62 Risk Factors(1)
68 Financial Statements(1)
168 Shareholder Information
172 Glossary
(1) These chapters contain the information required by the Belgian Companies Code to be included in the Management Report on the consolidated financial statements and constitute in the aggregate such Management Report.

KEY PERFORMANCE
INDICATORS
NUMBER OF ASSOCIATES
10%
23%
€ 669 mio
160 883
FREE CASH FLOW
67%
FINANCE
United States
Belgium
SEE and Indonesia
OPERATING PROFIT
(in millions of €)
RESULTS
+ 2
%
ASSOCIATES
775
415 487
11
12 13
REVENUES
24%
15%
€ 21.1 bln
ASSOCIATES
61%
2.3 %
United States Belgium SEE
OPERATING MARGIN

($ in millions except (€ in millions except Change
per share amounts)(4) per share amounts) vs Prior Year
2013 2013 2012 2011 2013 2012
Results
Revenues 28 033 21 108 20 991 19 519 +0.6% +7.5%
Underlying operating profit 1 000 753 785 902 -4.0% -13.0%
Operating profit 647 487 415 775 +17.3% -46.4%
Net profit from continuing operations 299 226 160 465 +41.1% -65.6%
Net profit (Group share) 237 179 104 472 +71.8% -78.0%
Free cash flow(1) 888 669 773 -229 -13.4% N/A
Financial Position
Total assets 15 401 11 596 11 917 12 276 -2.7% -2.9%
Total equity 6 741 5 076 5 188 5 416 -2.2% -4.2%
Net debt(1) 1 956 1 473 2 072 2 660 -28.9% -22.1%
Enterprise value(1)(3) 7 834 5 899 5 155 7 082 +14.4% -27.2%
Per Share Information
Group share in net profit (basic)(2) 2.35 1.77 1.03 4.69 +71.4% -78.0%
Group share in net profit (diluted)(2) 2.34 1.76 1.03 4.65 +71.1% -77.9%
Free cash flow(1)(2) 8.79 6.62 7.66 -2.28 -13.6% N/A
Net dividend 1.55 1.17 1.05 1.32 +11.4% -20.5%
Shareholders’ equity(3) 65.73 49.49 50.88 53.11 -2.7% -4.2%
Share price (year-end) 57.37 43.20 30.25 43.41 +42.8% -30.3%
Ratios (%)
Operating margin 2.3% 2.0% 4.0% +33bps -199bps
Net margin 0.8% 0.5% 2.4% +35bps -192bps
Net debt to equity(1) 29.0% 39.9% 49.1% -10.9ppt -9.2ppt
Currency information
Average € per $ rate 0.7530 0.7783 0.7184 -3.3% +8.3%
€ per $ rate at year-end 0.7251 0.7579 0.7729 -4.3% -1.9%
Other information
Number of stores 3 534 3 451 3 408 +2.4% +1.3%
Capital expenditures 565 681 754 -17.1% -9.6%
Number of associates (thousands) 161 158 160 +1.9% -1.2%
Full-time equivalents (thousands) 121 120 122 +0.7% -1.5%
Weighted average number of shares (thousands) 101 029 100 777 100 684 +0.2% +0.1%
(1) These are non-GAAP financial measures. (2) Calculated using the total number of shares at the end of the year. (3) Calculated using the weighted average number of shares over the year. (4) Calculated using an exchange rate of €1 = $1.3281.

4 DELHAIZE GROUP ANNUAL REPORT 2013 GROUP

FROM CHANGES
TO CHOICES
Interview with the Chairman of the Board and the Chief Executive Officer
FOR DELHAIZE GROUP, 2013 WILL UNDOUBTEDLY BE REMEMBERED AS A YEAR OF SIGNIFICANT CHANGE; CHANGE AT THE LEVEL OF THE GROUP’S OPERATING COMPANIES AS WELL AS ITS MANAGEMENT TEAM. TOGETHER WITH THE DELHAIZE GROUP CHAIRMAN OF THE BOARD, MATS JANSSON, THE INCOMING CEO FRANS MULLER SHARES HIS INSIGHTS ON WHAT HAS BEEN AND ON WHAT IS YET TO COME.
Watch the video interview on http://annualreport.delhaizegroup.com
With Food Lion turning the corner, Delhaize Belgium safeguarding its market share, Alfa Beta’s continuing growth in a difficult economic environment, Mega Image accelerating its expansion and Maxi further strengthening its foundations; many strategic initiatives began yielding fruit. And with the arrival of the new Group President and CEO, Frans Muller, there were changes in the executive committee as well.
How would you describe 2013 in one word?
MJ: I think the best way to describe 2013 for Delhaize Group is that it was a year of rebound. This can be seen in our underlying results and in the performance of our stock price. So while 2012 turned out to be a very tough year for Delhaize Group, we were already noticing in the last quarter of 2012 some early signs of improvement that soon
gained traction and turned 2013 into a year of recovery. The energy and will to succeed of our associates and our local leaders were clear drivers for this improvement.
FM: This energy and determination were indeed the sentiments I sensed when I arrived at Delhaize Group in mid October. The dynamic I felt when I visited the different operations convinced me of the possibilities and opportunities that lay within this company. At the same time, the warm welcome I received from associates I met in the early days of my arrival and beyond convinced me that they truly understand what this business is all about: people.
You are both seasoned retailers, how would you describe the climate in the food retail business today?
MJ: For many years, the food industry sector generated good cash flow, multiples were high, companies paid a solid dividend. It was a sector that seemed to be recession-proof. Today, this is no longer the case. Similar to the airline industry, the food retail sector suffers from overcapacity and this impacts margins. It also reflects on the multiples and valuations of the companies in the sector. That being said, if we look back on 2013, Delhaize Group clearly improved its performance compared to 2012, especially in the U.S. and more particularly at Food Lion. Our investments there are clearly delivering.

DELHAIZE GROUP ANNUAL REPORT 2013 INTERVIEW 5
FM: I agree. The marketplace is definitely getting more crowded over the years. This means that a food retailer needs to be much more precise in positioning itself. For Delhaize Group, we need to ask ourselves questions like: who are our target customers, what is the purpose of our existence, how do we remain relevant? We also need to be flexible to offer our customers the best value proposition and in order to do that we need to be very efficient in our capital expenditure and competitive in our cost structure. Finally, we need to understand that the cycles of change are much faster than before in the food retail sector. As a consequence we need to be agile and able to adapt swiftly. This requires talented people.
Talking about talent, 2013 was a year that for many will be remembered as the year in which, after 15 years, Delhaize Group welcomed a new CEO. How did the Board take this decision?
MJ: When the Board and Pierre-Olivier Beckers mutually agreed in May that the time had come to look for a new CEO, we immediately rolled up our sleeves and began
the search process. We knew that it would be of the utmost importance to have a smooth transition. The Board of Directors, together with the Remuneration and Nomination Committee and with Pierre-Olivier Beckers, dedicated a lot of time and energy to this process. Thanks to the efforts and commitment of all people involved we were able to announce the appointment of Frans Muller as the new CEO after only four months, which was an unusually swift process.
And why was Frans Muller the best candidate for this role?
MJ: The decision to appoint Frans Muller as the new CEO of Delhaize Group was taken unanimously by the Board largely thanks to his proven track record. When establishing the selection process and criteria, we set our standards very high in searching for the right candidate. And Frans Muller, without trying to flatter him, passed the test with flying colors. Before joining Delhaize Group he was in charge of a company that is twice the size of our company, he is very much internationally oriented, and he is able to balance and blend the needs of the customer with the needs of
the company to achieve both top line growth and profitability. As a modern leader, Frans is also capable of harmoniously integrating both his personal skills and his professional skills to achieve results. For example, he is a great listener and that is a very important skill for both our customers and associates.
How did you experience your arrival at the headquarters of Delhaize Group in Brussels?
FM: I enjoyed the benefit of a good transfer period with Pierre-Olivier before I took on the responsibility of being CEO. The time and quality of the preparation was very good and so was the transfer of duties. Although the decision on my appointment was taken very rapidly, I nevertheless took the time to get to know Delhaize Group better before I came to Brussels. I was, and still am, impressed by the passion for food I sensed within the company, the will to excel when it comes to fresh food, the strong store portfolio as well as local market leadership positioning, and the high degree of innovation, particularly in the company’s private brand offering.
ITBOARD IS THE ROLE TO GUIDE OF THE A COMPANY BY TAKING
THE RIGHT STRATEGIC
COLLABORATION DECISIONS IN CLOSE WITH EXECUTIVE THE CEO COMMITTEE. AND THE
Mats Jansson, Chairman of the Board of Directors of Delhaize Group

6

DELHAIZE GROUP ANNUAL REPORT 2013
GROUP
OUR PRIORITIES FOR 2014
Put the customer back at the center: accelerating sales by offering the right customer positioning Focus on core markets: increasing Free Cash Flow through strict CapEx discipline and Working Capital improvements Realize more operating efficiencies: standardizing and simplifying the organization to eliminate complexity and to increase underlying operating profit Execute with speed: continuing to strengthen our Leadership DNA and the culture of performance and accountability
Appointing a new CEO is without any doubt one of the most important decisions made by the Board of Directors, but how would you describe the role of the Board at Delhaize Group?
MJ: It is clear that the role of the Board of Directors at any company, not just at Del-haize Group, is very different from what it was 25 years ago. Thanks to the implementation of different governance rules it has become a much more demanding, but at the same time, a more exciting role. Times have changed considerably and continue to change at a higher speed. If you just look at the economic environment during the last 10 years, there haven’t been a lot of times similar to these. Still, even in such uncertain and unstable times, it is the role of the Board to guide a company by taking the right strategic
decisions in close collaboration with the CEO and the Executive Committee, who propose the strategic framework to the Board. I used to say that the task of the Board of Directors is to watch over the balance sheet, the task of the Executive Committee is to watch over the income statement.
How will you, as the incoming CEO, fill in this role?
FM: During my first weeks I have made some observations. The more I travelled and the more I saw of the business, the more I have become convinced of the potential of this company. Within all the operations there are still plenty of possibilities to grow. So now we will need to assess more deeply the full potential of each banner. The good news is that several things that have already been put into motion are very promising and clearly indicate that there
is more fruit to harvest in these fields. One concrete example is the improved capital efficiency and working capital optimization. Another example is the boost that was given to CRM. Based on these already-existing initiatives and my observations, and together with the Executive Committee, I have decided to continue focusing on four strategic priorities for this year. Sustaining our focus on these strategic priorities will continue to strengthen our business to best serve our customers and our communities. It’s about being closer to the customers to drive top line growth, strengthening the leadership culture, continuing our capital expenditure discipline and simplifying the organization to improve underlying operating profit. These elements should be the touchstone for everything we decide to do.
Looking at the U.S. it seems like each banner has different needs
FM: 2013 was again an important year for Food Lion. We finished the rebranding work we started in 2011. Management and associates in the U.S. did an excellent job through five different phases and we see the results of their efforts clearly today in the performance of the Food Lion network. Comparable store
THE WARM CONVINCED WELCOME I
RECEIVED ME THAT THEY TRULY THIS UNDERSTAND BUSINESS WHAT IS ALL
ABOUT: PEOPLE.
Frans Muller, President and Chief Executive Officer of Delhaize Group

DELHAIZE GROUP ANNUAL REPORT 2013 INTERVIEW 7
sales have increased for five consecutive quarters, which is quite impressive. Still, we cannot rest on our laurels and there is no time to lose. So in order to continue to win the hearts and the wallets of our customers, we started to dig deeper into specifics like brand positioning, pricing, and assortment. Built around the notions Easy, Fresh and Affordable we opened our concept store in Concord, North Carolina at the end of 2013 and we plan to deploy this work in 2014 in another 77 stores.
At Hannaford, we have great local market shares and a strong proposition, driven by strong teams who understand very well the customer promise and what they have to do to deliver it. Now we need the company to grow faster and that is a clear task for the local management team. We will look where the growth opportunities are to further develop the company. By the way, this was already translated into action at the beginning of this year, with Hannaford opening a new supermarket in Exeter, New Hampshire.
What about Europe?
FM: While Delhaize America received a lot of attention in 2013, our European operations and Super Indo in Indonesia kept pace very nicely. When it comes to network expansion, the highest growth rate was without any doubt in Roma-nia where we increased the number of stores by a 103. In Indonesia we opened 15 new stores while most of our European operations gained market share in 2013. Also in Southeastern Europe, Delhaize Serbia started the construction of a new distribution center that will support our ambition for growth in the region. That being said, the economic environment was again very tough in Southeastern Europe, like in Greece. Nevertheless, thanks to the deep understanding of Greek customers and their needs in these dif-ficult times, our Greek operating company, Alfa Beta, succeeded again in a year of growth. Delhaize Belgium faced the challenge of defending its market share in 2013 and succeeded in its mission. Customer satisfaction improved and underscored the ambition to become once again the favorite retail store in Belgium.
Digital and omni-channel seem to be the buzz-words today. How digital or omni-channel is Delhaize Group?
FM: Delhaize Group is deeply engaged in this domain and the appointment of a Senior Vice President of Digital reporting directly to me should underscore our strong commitment to this. We are committed to innovate and to find the optimum solution for both our customers and our stakeholders. As a result we are rolling out a new strategic digital platform with enhanced capabilities to communicate and transact with customers, both digitally and physically. We are focused on linking our digital and store infrastructures in order to provide a seamless experience to our customers, no matter how they interact with our brands.
What will 2014 bring for Delhaize Group?
MJ: I am confident that in 2014, thanks to the new dynamic brought by our new CEO, we will accelerate the implementation of our strategic choices. The company is in good and experienced hands, ready to build further on its strong foundations. Looking at the portfolio we have today and the passion and determination of the people behind it, I am confident that the company has plenty of opportunities to grow further and sustain its trajectory. But resources are not unlimited, so we will have to make additional choices in 2014.
FM: 2014 will indeed be a year of making choices. What businesses, what geography, where, how, and when. We will also need determination to make further progress in areas such as supply chain, IT/digital, talent management, and other capabilities. The geographies in which we operate today give us plenty of opportunity for growth. Now, we need to be selective and focus on the markets where we are leaders or have a good perspective to gain market leadership. This principle will guide us in almost all our decisions.

3 QUESTIONS

FOR PIERRE-OLIVIER BECKERS
How do you look back on your 15 years as CEO of Delhaize Group?
POB: I look back with a great amount of gratitude. Gratitude that I was given the opportunity to lead this incredible company for so many years, gratitude for the many great and inspiring people I have met during this process and gratitude for the support I received from my family through the entire period.
Is there, next to gratitude, also room for pride?
POB: Let me say that I am happy to hand over a company in good financial health and with solid competitive positions in most of the markets where it operates. I am also happy that compared with the Belgian company of 15 years ago, today we talk of Delhaize Group, an international company operating in nine countries with over 30% of its stores now located in growth markets. And finally, and although maybe less measurable than sales numbers and stores, I am proud that Delhaize Group is today a company with a common vision and with shared values that are lived by close to 160.000 associates every day.
What about the future?
POB: For Delhaize Group, I see a lot of opportunities going forward. Some important choices will need to be made, but I have no doubt that with every one made, the company will grow stronger and solidify its competitive position. As a dedicated non-executive member of the Board, I look very much forward to partnering with our new CEO Frans Muller and his Executive Committee in this process.

DELHAIZE GROUP, AN INTERNATIONAL LOCAL FOOD RETAILER
AT THE END OF 2013, DELHAIZE GROUP OPERATED COMPANIES IN 9 COUNTRIES ON THREE CONTINENTS: AMERICA, EUROPE AND ASIA. FOR REPORTING PURPOSES, THESE COMPANIES HAVE BEEN GROUPED INTO THREE SEGMENTS: THE UNITED STATES, BELGIUM AND SOUTHEASTERN EUROPE. DELHAIZE GROUP OPERATES A TOTAL NETWORK OF 3 534 STORES, INCLUDING THE 117 STORES OF SUPER INDO IN INDONESIA. BASED ON A CHANGE IN IFRS RULES, SUPER INDO IS NO LONGER PROPORTIONALLY CONSOLIDATED AND IS ACCOUNTED FOR UNDER THE EQUITY METHOD (ONE-LINE CONSOLIDATION). DELHAIZE GROUP HOLDS A 51% STAKE IN THE INDONESIAN SUPERMARKET CHAIN.

(1) Excluding Sweetbay, Harveys and Reid’s

USA
PROFILE With $17 117 million(1) (€12 889 million) in revenues and a network of 1 514 stores (including Sweetbay, Harveys and Reid’s) at the end of 2013, the U.S. is the largest market for Delhaize Group.
Of total Group revenues, 61% came from the three U.S. banners operating along the East coast, covering 18 states.
BRANDS
KEY NUMBER OF STORES OPERATING PROFIT
FIGURES (in millions of €)
650 553 514 500
11 1 353 432
11 12 13 11 12 13
REVENUES NUMBER
(in millions of €) OF ASSOCIATES
364 073 889237613 053 13
12 12 107 104 108
11 12 13 11 12 13

BELGIUM
SEE
Belgium is Delhaize Group’s historical home market. At the end of 2013, Delhaize Group operated a multi-format network of 852 stores in Belgium and the Grand Duchy of Luxembourg. In 2013, Delhaize Belgium’s revenues of €5 071 million accounted for 24% of the Group total.
Delhaize Group’s Southeastern Europe segment (SEE) includes the operations in Greece, Romania and the Maxi-operations in three Balkan countries (Serbia, Bulgaria and Bosnia & Herzegovina). The activities in Albania and Montenegro were sold in 2013. The SEE segment generated revenues of €3 148 million in 2013 (15% of the Group total).
NUMBER OF STORES OPERATING PROFIT NUMBER OF STORES OPERATING PROFIT (in millions of €) (in millions of €) 78 821 840 852 242 201 187 848 955 1 051 97 85 - - 11 12 13 11 12 13 11 12 13 11 12 13 REVENUES NUMBER REVENUES NUMBER (in millions of €) OF ASSOCIATES (in millions of €) OF ASSOCIATES 845 922 071 968 438 227 310 996 148 486 370 933 4 4 5 16 16 16 2 3 30 31 30 2 11 12 13 11 12 13 11 12 13 11 12 13

10 DELHAIZE GROUP ANNUAL REPORT 2013 GROUP
OUR VISION
NUTRITIOUS, HEALTHY, SAFE, AFFORDABLE AND SUSTAINABLE.
TOGETHER, WE DELIVER THE BEST OF DELHAIZE FOR LIFE.
Together, 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 the Group. We learn, we grow talent and we innovate. We support, we respect and we inspire each other.
Together, we deliver the best of Delhaize for life.
OUR VALUES
DETERMINATION, INTEGRITY, COURAGE, HUMILITY AND HUMOR

DELHAIZE GROUP’S AMBITION IS TO BE
RECOGNIZED AS THE PREFERRED FOOD RETAILER BY OUR CUSTOMERS, THEREFORE CREATING VALUE FOR ALL OUR STAKEHOLDERS. OUR STRATEGY HAS THREE DIMENSIONS.
OUR STRATEGY
Growth
We want to grow profitably by listening to our customers, understanding their needs and offering them compelling and distinctive solutions in terms of assortment for fresh food and grocery, exciting private brands, competitive pricing, convenient shopping experiences, and attractive store formats.
see more on p. 12
Efficiency
We want to be as efficient as possible, not merely for the sake of efficiency but in order to be able to offer the best value-for-money to our customers.
see more on p. 18
Sustainability
We want to operate our business as responsible retailers for the customers and the communities we serve by offering sustainably sourced products and providing healthy food choices. Our stores provide a safe shopping and working environment for both customers and associates.
see more on p. 24

“CUSTOMERS ARE WITHOUT ANY DOUBT THE MOST IMPORTANT FOCUS OF THE COMPANY.”
Growth

Being successful as a retailer means staying relevant to your customer. It means being geographically close to them, anticipating and satisfying their needs and staying innovative. It’s about understanding what they want and giving them what they need. Only by keeping this focus is a retailer able to pursue growth.
Delhaize Group serves more than 20 million customers every week. They are without any doubt the most important focus of the company and are at the center in everything we do. When scouting locations for a new store, when developing a new format, when refining our value proposition, when creating new private brand products and when recruiting new associates, our customers are always at the heart of these decisions.
> 20 mio
customers served
every week

1 113

Food Lion stores repositioned
+ 2.4 %
total network growth in 2013
103
new stores in Romania

14 DELHAIZE GROUP ANNUAL REPORT 2013 STRATEGY
Strategy
Growth
A TO RETAILER NEEDS
DEVELOP AND
MAINTAIN AND COMPELLING A UNIQUE
BUSINESS . PROPOSITION
Differentiation through innovation
The food retail sector operates in a competitive environment. If a retailer wants to be noticed by new customers and stay relevant to its existing customers, it needs to develop and maintain a unique and compelling business proposition. It also needs to relentlessly question and refine that offering. In other words, as food retailers we need to continuously innovate and try to be different.
Store Portfolio
Our store portfolio is an important lever in this differentiation process.
High store density, which offers our customers convenience, is without any doubt, one of the most important elements of our differentiation.
Having a range of different store formats within this portfolio is also important. By offering both convenience and breadth we can succeed as a retailer in connecting most effectively with our customers.
Delhaize Group was one of the first food retailers to recognize this need and was already developing different formats in the mid-seventies to address different customer needs. Today in Belgium, with the Shop & Go and Proxy formats, Delhaize offers a solution for its on-the-move and grab-and-go customer, while an extended network of supermarkets is available for customers looking for a more extensive product range and expanded shopping experience. For those customers who are more
time-constrained, the click and collect service Delhaize Direct offers an online shopping experience with easy in-store pickup. Finally, for customers who may not be able to go to the store, Delhaize Belgium offers the Caddy Home service that delivers the ordered products to the customer’s house. It shows the dedication at Delhaize Group to be available for all its customers. Delhaize Belgium even targets specific customers, like wine aficionados, who can find exclusive wines on delhaizewineworld.com and people with pets, who can find everything they need for their animal at Tom & Co.
GROWTH PATH MEGA IMAGE REWARDED
MEGA IMAGE
STORE EVOLUTION
Mega Image opened 31 new stores in 2011, 88 new stores in 2012 and 103 new stores in 2013—for a total of 296 stores overall. This total store count comprises 168 Mega Image stores,127 Shop & Go stores and one AB Cool Food store. This extraordinary growth trajectory has been
noticed. Two awards granted to Mega Image confirmed that the Romanian operating company’s aggressive growth strategy is on track to make Mega Image the No. 1 choice for Romanian customers living in Bucharest. The magazine Piate awarded the company both for “best
development strategy” and for “best retailer”. To earn the best retailer status, 41.8% of suppliers voted in favor of Mega Image—a particularly impressive feature considering that Mega Image is currently ranked only second in the Romanian market.
296 193 72 105 10 11 12 13

DELHAIZE GROUP ANNUAL REPORT 2013 GROWTH 15
SUPER INDO RECEIVES CORPORATE IMAGE AWARD 2013
Super Indo received the Corporate Image Award 2013 in the Indonesian Mass Supermarket category from Bloomberg Businessweek. The award is based on the independent research by Frontier Consulting Group in three major cities: Jakarta, Surabaya & Medan, and recognizes Super Indo’s outstanding achievements in developing strategic business approaches. To ensure that the results are credible and representative, the jury includes members of the general public, management, investors, and journalists. Super Indo was selected for the award based on four key criteria: quality, performance, responsibility, and attractiveness.
One of the benefits of being a Group of locally-minded food retailers is the ability to take a format or concept that works in one country or banner and test it in another. For example, in Serbia, Delhaize Group launched a new Mini store concept, patterned after the successful Shop & Go concept located in Q8 gas stations in Belgium. Mini shops will be located in EKO petrol stations and target convenience-oriented consumers. They are open 24/7 and offer a wide assortment of goods, including private brand products, across a range of categories including dairy, fruit, beverages, pet food and personal hygiene.
Store Environment
When customers are the center of attention, it should be most evident within the four walls of every store, be it a small convenience store, a supermarket, or even a virtual store.
In any format, customers should be able to easily navigate and locate what they are seeking.
To facilitate this easy navigation, Delhaize Group banners have largely adopted standardized planograms. This standardization helps customers locate products and enables associates to ensure the store offering is optimal, logical, and inviting for customers to shop. Food pairing in the assortment is a perfect example of how customers are helped to combine the right ingredients to create the perfect dish.
Assortment
To make sure that customers continue shopping at Delhaize Group stores, it is important to keep them curious by offering new, enticing, and innovative products on a regular basis.
Through all its operational banners, Delhaize Group invests heavily in its private brand products.
We have been doing so for decades and it pays off with the recognition and loyalty of our customers. By consistently investing in private brand products we have been able to offer customers the quality of comparable national brands at considerably lower prices. Because of the know-how acquired through developing these products it is also possible to develop new innovative products, new flavors, and new packaging. As a result, shopping in a Delhaize Group store becomes a real journey of food exploration. For example, the single yeast beers that were introduced at the end of 2013 were only available in the stores of Delhaize Belgium. Also exclusive to Delhaize Belgium were the new ranges of yogurts and breakfast cereals with the natural sweetener Stevia, which reduced sugar by 70% and fat by 40% while maintaining flavor. Private brand products received high ratings from tasting panels in different newspapers and magazines.
This high recognition of Delhaize Group private brand products is not limited to Belgium. In 2013 the Delhaize banners in Serbia won a prize for their Premia core private brand at the Best of Serbia contest, a competition organized by the Ministry of Foreign and Domestic Trade and Telecommunications, the Serbian
HANNAFORD –
THE POWER OF YOU
In 2013 Hannaford has again put the customer at the center of its attention through its associate-oriented campaign called “The Power of You”. In this campaign we are training our associates to help them address the continuing demographic and shopper-expectation changes in the U.S. customer landscape. The campaign appears to have worked with customer satisfaction increasing rapidly. In addition to the “Power of You” campaign, Hannaford implemented more customer-centric initiatives, including adding more butcher labor hours in the fresh meat department to offer a full-service experience and increase the interaction with customers. Similar efforts were made in the produce department where labor hours were added to offer customers freshly cut fruit. And although Hannaford focuses on value and does not want to position itself as a price only player, the company nevertheless made important strategic price investments in 2013 and communicated these to customers using in-store signage and other marketing communication tools.

16 DELHAIZE GROUP ANNUAL REPORT 2013 STRATEGY
Strategy
Growth
Chamber of Commerce, and the Privredni Pregled newspaper. At the end of the 2012, Premia had 582 products of its own. It is recognized in Serbia for its quality and lower prices compared to the competition. Premia is also recognized by the Serbian consumer for its locality and the Delhaize banners in Serbia work hard to secure this recognition by engaging more than 80 domestic manufacturers to produce the Premia line.
Competitive pricing
Delhaize Group continues to focus on its value proposition, as customers everywhere want the best products at competitive prices.
Delhaize Group once again invested heavily in prices in 2013.
In the U.S. for instance, more than $100 million was invested in price during the year. This investment resulted in an improved price positioning for many of our products, which translated in improved price perception. In Greece, where there were still economic headwinds, Alfa Beta continued to gain customers and increased its market share largely because it kept its value positioning in the eyes of its customers.

6 462

private brand products at Delhaize Belgium
However, the performance at Alfa Beta and across the Group is not solely the result of our focus on price.
It is a combination of different elements which create strong value propositions for our customers.
For Alfa Beta, this value proposition means being, above all, a local retailer that understands the needs of Greek consumers and uses local suppliers to deliver the best of what the country has to offer to Alfa Beta customers.
Additionally, the Delhaize private brand is again an example of the Group’s integrated approach to create value for its customers. Thanks to its long history as developer and producer of private brand products, Delhaize Group has an enormous amount of knowledge and experience creating a range of private brand products. Our private brands offer our customers not only innovative solutions but also excellent value for money. The success of
value-oriented innovation in private brands in Belgium is evidenced by their strong contribution to almost 57% of our total sales
Network expansion and renewal
A third and very visible pillar of our growth is the store network. In 2013, while still being disciplined on capital expenditures, the number of stores grew by 2.4%. We reached a total of
3 534 stores in 9 countries. The number of stores grew most significantly due to the opening of 103 stores in Romania and reached a total of 296 stores, compared to 72 at the end of 2010. This growth of 311% during a period of 3 years is clear evidence that Delhaize Group is serious about developing its presence in growth regions and markets. A similar scenario is taking place in Indonesia where the number of Super Indo stores grew by 60% over the same three year period to 117 stores, further strengthening its market density in key regions. For Bottom Dollar
BETTER VALUE & SERVICE THROUGH
E-COMMERCE
Delhaize Group is accelerating up its omni-channel and e-commerce initiatives. In 2013, Delhaize Belgium introduced a new platform to further improve the performance of its click and collect service, Delhaize Direct. Marcus Spurrell, Delhaize Group Senior Vice President of Digital, explains why this is so important. “Because online is where our customers are going. As more and more of our customers become digital natives, we are moving into an era in which customers expect that they can buy everything whenever and wherever they want. As a food retailer there is no escaping this trend and in fact we want to play an important role in this evolution. In Belgium we rolled out a completely new digital platform and we will continue to accelerate our efforts to connect with our customers through additional channels and formats. In order to support this evolution we opened a first dedicated e-commerce picking location to assemble click and collect orders at the end of 2013 and in 2014 we are intensifying our commitment to deliver ever increasing value and service to customers who shop with us online. And we will roll out these e-commerce efforts to most of our banners by 2016.”

DELHAIZE GROUP ANNUAL REPORT 2013 GROWTH 17
Food, 2013 was also another year of network expansion as 6 new stores were opened in the Philadelphia and Pittsburgh markets.
In markets where Delhaize Group already has a solid store density, it is important to keep the existing portfolio in good shape.
At the end of 2013, all 1 113 Food Lion stores have been revitalized as part of the Food Lion repositioning work, which began in mid-2011 and was based on feedback from customers. When asked what they expected from their supermarket, their answers were straightforward. Customers said they wanted a simple store experience, decent quality in the assortment, and both of the former priced right. Looking at comparable store sale evolution at Food Lion during the last several quarters, it is clear that Food Lion is delivering the basics right again. Now, without losing sight of delivering these basic customer expectations, it is the time for Food Lion to raise the bar and create an even more compelling story to continue winning the hearts and the wallets of customers. To do so, the banner has kicked off the next step in its strategy. At the end of 2013, a first test store was launched at Concord, North Carolina, building on the attributes of Easy, Fresh, and Affordable.
+ 5 %
new affiliated stores in Belgium
DELHAIZE BELGIUM LAUNCHES
PROXY NEXT GENERATION STORES
In its efforts to continuously respond to customer needs, Delhaize Belgium launched in 2013 the Proxy Next Generation Store.
The most important elements of the Next Generation Proxy are:
A new logo: dynamic, trendy and ready to reinforce the Proxy banner brand.
New colors (red and dark grey) and new materials used in the store to give customers a good first and last impression when entering the store and reinforce it when they leave the store.
Heightened emphasis on being a local integrated operator and delivering an exceptional customer service.

“WE NEED TO STAY SIMPLE AND REDUCE COMPLEXITY.”
Efficiency

Offering customers the best value proposition is only possible when a retailer has the right systems, processes, and tools in place to be flexible and be able to pull the right levers at the right time and at the right operational level. For Delhaize Group to be able to offer our customers the best value proposition, we need to stay simple and reduce complexity. In other words, we need to focus on efficiency. But efficiency is not only about reducing costs, it is also about making sure that customers have a convenient shopping experience with an easy check out and about enabling associates to perform at their best. This requires best-in-class execution at every level in the food retail value chain.
€ 669 mio
free cash flow generated in 2013
160 883
associates at the end
of 2013

2

new distribution centers,
in Belgium and Serbia
82 000 sqm
additional distribution center capacity

20 DELHAIZE GROUP ANNUAL REPORT 2013 STRATEGY
Strategy
Efficiency
Cost Management
Before customers load their baskets with our products, those products have traveled a long way and experienced several transitions and transformations. Given the magnitude of the process it is important to scrutinize each and every step to make sure that it is done in the most efficient and most cost conscious way possible. This scrutiny ensures that no unnecessary costs are slipping into the system, which would ultimately have a negative impact on the value proposition for the customer. In 2013, all operational entities have again made numerous efforts to control their costs, providing the company the necessary means to invest in sales building initiatives.
Bringing products into the retail value chain at the best conditions is one of the most basic principles for establishing an optimal cost structure.
Throughout its entire organization, Delhaize Group counts on excellent category managers with deep knowledge of and experience in their categories. By rotating these managers from one category to another in an intelligent way, we make sure they keep their thinking fresh while gaining a broader view on the market and its dynamics. Together with the product expertise Delhaize Group has gathered through the development and production of its numerous private brand products, this combination makes it possible to keep the cost of sales at an optimal level.
OPERATIONAL IN 2013, ALL ENTITIES NUMEROUS HAVE AGAIN EFFORTS MADE
TO CONTROL. THEIR COSTS
DC FRESH 3 IN BELGIUM
“Logistics are at the center of our activities and should enable growth and innovation within our store network. Smaller store formats like Proxy and Shop & Go are responsible for most of the growth within the Belgian store network. Contrary to the supermarkets that are able to handle large orders at store level, these smaller stores have smaller volumes and orders. With the construction of DC
Fresh 3 we are addressing this issue. Through DC Fresh 3 we can process these smaller orders faster and more efficiently, making sure that smaller stores can be provided daily with ultra fresh products,” explains Dirk Van den Berghe, CEO of Delhaize Belgium. DC Fresh 3 adds an additional surface of
12 000 cooled square meters to the logistics hub in Zellik near Brussels. The construction started at the end of 2011 and the new facility was partially operational at the end of 2013. It will be fully operational in 2014.

DELHAIZE GROUP ANNUAL REPORT 2013 EFFICIENCY 21
The Group applies the same logic to the hundreds of goods and services we need and use every day to run our business.
In order to maximally benefit from our scale, Delhaize Group has created a central indirect procurement entity, responsible for the European activities.
This centralized approach guarantees that, through numerous contacts in different countries, we succeed in identifying the best supplier with the best cost for specific goods and services, which results in important savings every year.
A key element within the Delhaize Group strategy is capital allocation discipline. We have made significant progress in 2012 and 2013 to focus capital expenditures to those banners where we see attractive growth perspectives or have strong market positions. With regard to operating expenses, Delhaize Group is also acting with increased discipline. Excluding some exceptional items in 2013, we have managed to keep SG&A costs flat as a percentage of sales. This is a break with the trend over the past years. In 2013, Delhaize Group once again succeeded in exceeding its free cash flow target. With €669 million generated in 2013 and €773 million a year earlier, the company is on track to realize more than €1.5 billion of free cash flow over the 2012-
2014 three year period. Safeguarding this important financial parameter is crucial because it strengthens the balance sheet and provides Delhaize Group with the means to support its core businesses and expand its store network in select markets.
Supply chain technology, logistics and IT systems
Bringing suppliers’ products into the retail supply chain is another element in the cycle where important efficiency improvements have been and can continue to be made. It is important to make sure that, as soon as products leave the suppliers’ warehouse, they find their way to the shelves of our stores as soon as possible. This speed both increases the freshness of the products in our stores as well as decreases the waste. A fast rotation of product supply also means an efficient allocation of working capital.
To make the supply chain move as smoothly as possible, Delhaize Group continues to invest in warehousing and order management and delivery systems.
In 2013, the construction of a new semi-automated distribution center of 12 000 square meter for fresh products was finished in Belgium, while in Serbia we started building a brand new 70 000 square meter distribution center.

22 DELHAIZE GROUP ANNUAL REPORT 2013 STRATEGY
Strategy
Efficiency
NEW DC IN SERBIA
In 2013, Delhaize Group kicked off the construction of a new distribution centre in Stara Pazova, Serbia in the presence of the Minister of Foreign and Internal Trade and Telecommunications, Rasim Ljajic, and the Mayor of Stara Pazova, Djordje Radinovic. The
new distribution centre will be finished and ready to use by the end of 2014. Its size will be 70 000 square meters, with the possibility of extending its capacity to as many as 125 000 square meters in the following years. It is connected with the 3 key road directions and it will
450 stores. Its future expansion could support the growing retail network of this company in the region. The use of modern materials in construction will enable greater energy efficiency of the building, leading to a 15% smaller carbon footprint compared to a traditional DC.
have 100 loading and unloading points available so that it will be able to accept 250 freight trucks daily. Once completed, the new distribution centre will be able to deliver 6 500 pallets per day, which is the amount of goods that is sufficient for supplying

6 500 pallets to be delivered every day

70 000 sqm for our new distribution center in Serbia
When it comes to IT systems supporting and improving the supply chain, Delhaize Group brought SAP on board for its operations in Europe and Indonesia. The system is an integrated end-to-end Supply Chain package, centralizing all processes pertaining to the purchasing, ordering, delivering, and invoicing of goods. It enables organic growth for Delhaize in Europe through business innovation and IT integration. In 2013, the company reached important milestones in the implementation of the program throughout the different operational banners. Delhaize Belgium kicked off the first implementation phase of masterdata in the Supply Chain in the product category of Frozen. This implementation will result in a more efficient, faster and more transparent way of working to the benefit of our customers. In 2014, both the Grocery and Health & Beautycare (HBC) product categories will be the next ones to benefit from these improvements. “These systems will allow our businesses to respond better and faster to

the many changes we will see in the industry and in our customers’ shopping preferences in the years ahead, such as digitalization and globalization of our society and economies, the growing importance of sustainability, and more,” said Frank Suykens, Chief Information Officer, Delhaize Europe and Indonesia. In Romania, Mega Image successfully implemented our new European Core Financial Template (CFT). “One of the most important improvements this work and system has brought to Mega Image is the implementation of an automatic supplier payment solution for our suppliers,” said Mihai Spulber, Chief Financial Officer of Mega Image.
Customer Tools
Very often efficiency gains go hand in hand with improving the shopping experience for customers. It should be easy for customers to find the products they need, walk through the aisles easily, and benefit from a speedy checkout. For all these elements, Delhaize Group aims at a flawless execution supported by an experienced and energized team, both inside and outside the store.
Delhaize Group never stops searching for new opportunities to improve the shopping experience.
At Red Market for instance, a unique plano-gram was developed. Customers shop the heaviest items first, and then progress to the smaller, more fragile items, so they can load them in their basket without damaging them. This ensures fragile products are in good shape when the customer leaves the store.
Delhaize Group continues to develop and refine an optimal mix between traditional cashiers and the different possibilities for self scanning.
Delhaize Belgian remains, in this respect, a frontrunner. In Belgian stores, depending on the profile of each store, all different possibilities are available: self-scan, self-pay, and self-checkout. This mix guarantees a more effi-cient check out for different types of customers and gives associates in the store more time to interact with customers.
Very often the information customers share through this one-to-one interaction is as valuable as the information Delhaize Group assembles through its loyalty cards, from which customized coupons are generated. Increasing this associate interaction with customers has also been made possible through the introduction of other elements, like shelf ready packaging.
Improving the way products are handled in the stores is also an important source for efficiency improvements. At Bottom Dollar Food, all stores are equipped with a walk-in cooler on the sales floor. Fresh products, like fruit and vegetables, are kept in their original package, minimizing the number of times a product is handled thus improving both the quality of the product and productivity of the store associates.
DELHAIZE GROUP ANNUAL REPORT 2013 EFFICIENCY 23
MOBILE CASH REGISTER
AT DELHAIZE BELGIUM
In its search to find opportunities to better serve its customers Delhaize Belgium launched in 2013 its first mobile cash registers. This gives the opportunity for a supermarket to increase sales beyond its four walls. For example, the store can set up this mobile register in the parking lot to offer occasional products like flowers on Mother’s Day. Other opportunities are plentiful as well: beer tasting on Father’s Day, fresh strawberry tasting during strawberry season and apple juice tasting in the fall, and even having a presence at public fairs. The possibilities are limitless and it really allows the stores equipped with a mobile cash register to become closer to their customers, wherever they are. The idea is as simple as it is straightforward. All that is needed is a power outlet to plug in the register and after closing a connection to the network to read the data and process the electronic payments.
WAY IMPROVING PRODUCTS THE ARE
HANDLED IN THE
IMPORTANT STORES IS ALSO SOURCE AN
FOR EFFICIENCY. IMPROVEMENTS

“WE BELIEVE THAT WE WILL BECOME A SUPERGOOD SUPERMARKET OPERATOR BY 2020.”
Sustainability

Delhaize Group wants to keep the customer at the center of its attention. Therefore, it should be no surprise that the Company wants to excel not only with its value proposition and commercial offerings but also when it comes to sustainability.
Already in 2012, Delhaize Group embraced a new groupwide sustainability approach, to become a Supergood supermarket operator by 2020. Our vision is to be the sustainability leaders in all our markets by 2020, through fully committing to building sustainability into our private brand products, to eliminating waste, to healthier living, and to a sense of diversity that reflects our values and communities.
$ 1 mio
savings target with the
Zero Waste initiative at
Hannaford
100 %
sustainable fish at
Delhaize Belgium
(validated by WWF)
100 %
score received by
Delhaize America on
diversity

26 DELHAIZE GROUP ANNUAL REPORT 2013 STRATEGY
Strategy
Sustainability
In 2013, we focused on two Supergood priorities: sustainable private brands and zero waste. We made important progress on both aspects and on our commitment to be a Supergood retailer. In 2014, we will not only maintain our focus on both sustainable private brand and zero waste but we will also extend it to include diversity and healthy lifestyles for both our customers and associates.
Sustainable private brands
The private brand assortment of Delhaize Group and all its operational companies is, without doubt, one of the most important differentiating elements for the company.
Customers continue to award our private brand products with very high scores in both taste and quality.
So it should be no surprise that Delhaize Group takes very good care of its private brand products. As was the case in previous years, Delhaize Group again worked hard in 2013 to further improve its products. At Delhaize Belgium, Dr. Tim Lammens continued to examine the ingredients and composition
of all private brand products. By doing so, he already succeeded in reducing the amount of saturated fat in Delhaize Lasagna by 30%. He and his team also reduced the amount of sugar in cereals and the amount of salt in the bread sold in our stores. And of course, all these improvements are made without impacting the taste of the Delhaize private brand products. After all, our customers expect Delhaize to provide them with a private brand assortment that is both healthy and tasty! At Delhaize America, the ambition for sustainable private brands is also high on the agenda. And the efforts that were made did not stay unnoticed. The company was the only supermarket operator among a group of food manufacturers that was recognized by former New York City Mayor, Michael Bloomberg, for working to reduce sodium content in packaged or restaurant foods. Delhaize America came out as one of the 21 companies in 2012 that met one or more of the voluntary commitments set by the National Salt Reduction Initiative (NSRI). The NSRI, which teamed up with Mr. Bloomberg in 2008 to create the first
MEGA IMAGE
LAUNCHES “MEGA IMAGE
COMMUNITY FUND”
On September 10, 2013 Mega Image and the Bucharest Community Foundation launched the first call for projects to receive financing from the “Mega Image Community Fund”. The Fund provides grants for a total of 100 000 lei (approximately €25 000) to finance 10 projects that activate the community spirit of inhabitants in Bucharest and Ilfov. The “Mega Image Community Fund” is financed by the Delhaize Group Fund and managed by the Bucharest Community Foundation. In line with the
objectives of the Delhaize Group Fund, created in 2008 in Belgium and Luxembourg, the “Mega Image Community Fund” will support a variety of projects that builds communities around themes such as citizenship, neighborliness, ecology, healthy food, education, and other areas. € 25 000 to finance 10 projects in Bucharest and Ilfov

nationwide partnership to reduce sodium in the U.S. food supply, now coordinates with more than 90 city and state health authorities and organizations. For the past three years, Delhaize America has worked with its private brand suppliers to reduce sodium in specific food categories. “This includes the reformulation of our My Essentials frozen pancake and waffle line, which effectively eliminates 940 pounds of sodium from this category annually,” said Karrie Sweet, a registered dietician and the nutritionist for Our Brands, Delhaize America’s portfolio of private brand products. “We also have made efforts to reduce sodium across our entire product portfolio, not just in the frozen categories.” Across the Group the local banners continue to make important efforts when it comes to sustainable seafood. At Delhaize Belgium, 100% of the fresh fish offered in the stores was validated as being sustainable by the World Wildlife Foundation (WWF). While we are pleased with this progress, we are never satisfied with the status quo and the Company has raised its ambitions.
In 2013, Delhaize Belgium succeeded in offering customers 100% sustainable frozen fish, to supplement its fresh fish offering.
In doing so Delhaize Belgium followed the example of its sister banner Hannaford, which has been selling 100% sustainable seafood products since 2012.
Hannaford works with its fish suppliers as well as the Gulf of Maine Research Institute to make continuous and incremental improvements in fishing methods. These methods include closely monitoring the seasons in order to fish for the appropriate species, watching the biomass of the different species in order to reduce over-fishing, and scrutinizing the types of nets used in fishing in order to decrease by-catch. On top of these activities, improvements are also made in distribution practices that reduce delivery miles and in handling techniques that increase freshness – all of which enhance the quality of Hannaford’s seafood products. For farmed seafood products, Hannaford requires certification by the Global Aquaculture Alliance, an international, nonprofit trade association dedicated to advancing environmentally and socially responsible aquaculture. As a result, Hannaford prides itself in covering
the widest range of sustainable seafood products among all major U.S. food retailers.
Buying products from local suppliers is another important element to increase the sustaina- bility of the products we sell in our stores. All of our operating companies in the Group are making progress in sourcing private brand products from local suppliers, like Close to
Home at Hannaford and Gusturi Romanesti at Mega Image in Romania. In Greece, as a result of the economic headwinds the country continues to experience, buying from local suppliers takes on another dimension; not only does local sourcing reduce the carbon footprint from the products offered in the stores, it also addresses a need from customers to support the local Greek economy.
Zero waste
While reducing the amount of unhealthy ingredients from our private brand products is good for our customers, reducing waste in our operations is good for the environment and for the bottom line. This is why zero waste was one of the two key priorities on which Delhaize Group focused in 2013 in support of its Super-good sustainability strategy.
DELHAIZE GROUP ANNUAL REPORT 2013 SUSTAINABILITY 27
DOW JONES SUSTAINABILITY INDEX
For the second year in a row, Delhaize Group has been included in the Dow Jones Sustainability Index (DJSI), both at the world and European levels, for food and staples retailers. Delhaize Group is one of just nine retailers selected worldwide for their performance in sustainability. The Dow Jones Sustainability World Index was launched in 1999 as the first global sustainability benchmark. The indexes track the stock performance of the world’s leading companies in terms of economic, environmental and social criteria, such as corporate governance, risk management, supply chain management, health and nutrition, environmental efficiency, and labor practices.

28 DELHAIZE GROUP ANNUAL REPORT 2013 STRATEGY
Strategy
Sustainability
On our way to SUPERGOOD
At Delhaize America, Hannaford set a clear target to save $1 million with its Moving to Zero Waste initiative.
Considering the fact that Hannaford generated 202 million pounds (91.6 million kilograms) of waste and spent more than $5 million (€3.85 million) handling that waste in 2012, it was clear that there was valuable opportunity to reduce waste and save money in 2013. Therefore, the banner set the goal to both reduce waste volume and disposal cost by increasing recycling and engaging associates in sustainability practices.
The results have been both compelling and inspiring. Since beginning this initiative, Hannaford has increased cardboard recycling by 8% in 2013, resulting in higher recycling income. It has also reduced food waste as well by increasing the number of food waste recycling stores to 118, which represents 64% of the total Hannaford chain. Both recycling practices have resulted in less waste in the compactor, lower waste handling costs, and a reduced environmental footprint.
Across the globe from Delhaize America, Super Indo successfully launched an initiative to start using reusable bags and reduce the use of plastic bags. The event, themed
“I Choose to Reuse,” was a symbolic public pledge for the environment with an open invitation to participate to all the environmentally-conscious people in Jakarta. It was the
greatest pledge ever done by any retailer in Indonesia and earned Super Indo an award by the World Indonesian Museum of Record for being the highest waste reducer ever and for gaining the highest commitment – more than 2,000 pledge signatures from environ- mentally conscious people.
Zero Waste is also about ensuring that we minimize food waste within our supply chain and the Group has taken several initiatives to achieve this, like developing food handling processes to give fresh products longer shelf life, adapting packaging to create less waste, and making products available in smaller units or portions so less food is thrown in the trash.
In Belgium, Delhaize works closely together with several social organizations, establishing food banks to donate the unmarketable but still safe and edible good products. Products that are no longer good for consumption are recycled. At Super Indo, for instance, fruit and vegetables that can no longer be safely con- sumed are turned into 100% natural fertilizer.
Associate engagement
Food retail is a people business and to achieve our goals, whether in sustainability, growth or efficiency, Delhaize Group depends on its associates.
When it comes to serving customers and understanding their needs, we need the best ambassadors for our brands.

DELHAIZE GROUP ANNUAL REPORT 2013 SUSTAINABILITY 29
DELHAIZE CREATES GROUP THE
ITS CONDITIONS ASSOCIATES FOR TO
DELIVER WORK TOGETHER AND
THE BEST FOR
DELHAIZE.
At Delhaize Group, more than 160 000 associ-
ates take on that responsibility every day.
Because we believe that only satisfied associ-
ates can truly satisfy customers, it is important
for Delhaize Group to invest in its associates
by giving them opportunities to excel in their
day-to-day business. Although choices have
had to be made in these tough economic times,
in 2013, Delhaize Group nonetheless invested
in training and education. Delhaize Belgium for
instance, runs the Retail Academy, an in-house
training program, which supports both new and
mid-career hires to better understand the food
retail sector at large through classroom session,
store visits, and field trips. By giving them the
space to develop themselves and at the same
time keep a healthy work-life balance, Delhaize
Group creates the conditions for its associates to
work together and deliver the best for Delhaize.
DELHAIZE AMERICA ACHIEVES
TOP DIVERSITY SCORE
Delhaize America received a perfect score of 100% on the 2014 Corporate Equality Index (CEI), a national benchmarking survey and report on corporate policies and practices related to LGBT workplace equality, administered by the Human Rights Campaign Foundation. “Delhaize America is honored to earn this top recognition again this year,” said
Millette Granville, Director of Diversity and Inclusion for Delhaize America, in Salisbury, N.C. “This perfect score reinforces our strong commitment to create a diverse and inclusive environment for associates. Through employee resource groups and volunteer support, we are building a more inclusive company and stronger communities.”
Read more on our progress towards sustainability leadership in the Sustainability Report, published on the Delhaize Group website in June: http://sustainabilityreport.delhaizegroup.com

30 DELHAIZE GROUP ANNUAL REPORT 2013 REVIEW
FINANCIAL REVIEW
Income statement
In 2013, Delhaize Group realized revenues of €21.1 billion. This represents an increase of 0.6% at actual exchange rates or 2.6% at identical exchange rates. Organic revenue growth was 3.1%.
The revenue performance was the result of:
1.9% revenue growth in the U.S. at identical exchange rates, driven by comparable store sales growth of 2.0%,
3.0% revenue growth in Belgium as a result of network growth and comparable store sales growth of 1.8%, mainly resulting from retail inflation, and
5.0% revenue growth at identical exchange rates in Southeastern Europe, driven by a strong performance in Greece and expansion in Romania, partly offset by a -0.3% comparable store sales evolution attributable to a difficult environment in Serbia.
The U.S. operating companies generated 61% of Group revenues, Belgium 24% and Southeastern Europe 15%.
Gross margin was 24.2% of revenues, an 8 basis points decrease at identical exchange rates due to price investments and promotional intensity in Belgium and the U.S., which was partly offset by improved procurement conditions.
Other operating income was €129 million, an increase of €13 million compared to last year primarily due to €9 million gains resulting from the sale of City stores in Belgium and the reversal of litigation and legal provisions in Serbia.
Selling, general and administrative expenses were 21.2% of revenues and were 15 basis points higher than last year at identical exchange rates mainly due to the bonus reduction in the U.S. and a payroll tax refund in Belgium, both in 2012, and termination benefits in 2013.
Other operating expenses were €270 million compared to €376 million last year. 2013 results included €213 million impairment losses, mainly related to Serbian goodwill and trade names whereas 2012 results included
€220 million impairment losses and €126 million store closing charges.
Operating profit increased from €415 million in 2012 to €487 million in 2013 and the operating margin was 2.3%. Underlying operating profit decreased by 4.2% at actual exchange rates to €753 million (-2.1% at identical exchange rates).
Underlying operating margin decreased to
3.6% of revenues (3.7% last year).
Net financial expenses were €188 million, a decrease of €37 million at identical exchange rates mainly due to non-recurring charges related to debt refinancing in 2012, less average interest cost on lower outstanding debt and lower finance lease interest due to store closings.
Net profit from continuing operations was
€226 million or €2.20 basic earnings per share. This represents an increase of 41.1% compared to €160 million net profit from continuing operations or €1.61 basic earnings per share last year. This is the result of lower impairment, store closing and finance expenses partially offset by a lower underlying operating profit.
REVENUES (IN BILLIONS OF €)
UNDERLYING OPERATING MARGIN (IN %)
UNDERLYING OPERATING PROFIT (IN MILLIONS OF €)
NET PROFIT FROM CONTINUING OPERATIONS (IN MILLIONS OF €)
19.5 21.0 21.1
4.6
902 785 753
465 + 41.1 %
3.7 3.6
160 226 continuing Net profit operations from
11 12 13
11 12 13
11 12 13
11 12 13

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL REVIEW 31 GROUP SHARE IN NET PROFIT (IN MILLIONS OF €) BASIC NET PROFIT (GROUP SHARE) (IN €) CAPITAL EXPENDITURES (IN MILLIONS OF €) NET DEBT (IN BILLIONS OF €) 69 . 7 . 2 1 + 3.6 % 4 754 . 472 681 565 2 5 . Underlying 77 1 179 . 1 operating margin 104 . 03 1 11 12 13 11 12 13 11 12 13 11 12 13 Delhaize Group recorded a loss of €43 million from discontinued operations compared to a loss of €58 million in 2012. Group share in net profit amounted to €179 million, an increase of 71.8% at actual exchange rates (78.5% at identical exchange rates) compared to 2012. Per share, basic earnings were €1.77 (€1.03 in 2012) and diluted net earnings were €1.76 (€1.03 in 2012).
Cash flow statement In 2013, net cash provided by operating activities was €1 185 million, a decrease of €217 million compared to 2012, primarily as a result of lower working capital improvement across the Group.
Net cash used in investing activities decreased by €58 million to €572 million, mainly due to more capex discipline in 2013. During 2013, Delhaize Group incurred capital expenditures of €565 million, consisting of €486 million in property, plant and equipment and €79 million in intangible assets. 48.8% of total capital expenditures were invested in the U.S. activities of the Group, 24.8% in the Belgian operations, 22.4% in the Southeastern Europe segment and 4.0% in Corporate activities.
Investments in new store openings amounted to €140 million (24.8% of total capital expenditures), a decrease of €15 million compared to 2012 due to capex discipline. Delhaize Group invested €132 million (23.4% of capital expenditures) in store remodeling and expansions (€234 million in 2012). Capital spending in information technologies, logistics and distribution, and miscellaneous categories amounted to €293 million (51.8% of total capital expenditures), compared to €292 million in 2012.
Net cash used in financing activities amounted to €359 million, an increase of €97 million compared to the prior year mainly due to net higher repayments of debts. Balance sheet At the end of 2013, Delhaize Group’s total assets amounted to €11.6 billion, 2.7% less than at the end of 2012. At the end of 2013, Delhaize Group’s sales network consisted of 3 534 stores, a net increase of 83 stores compared to 2012. Of these stores, 725 were owned by the Company. Delhaize Group also owned 29 warehousing facilities in the U.S., Belgium and Southeastern Europe. At the end of 2013, total equity decreased by 2.2% to €5.1 billion. In 2013, Delhaize Group issued 528 072 new shares and purchased 328 924 of its own shares. During 2013, Delhaize Group used 172 116 treasury shares satisfying mainly the vesting of restricted stock units that were granted as part of the share-based incentive plans. At December 31, 2013, the Group owned 1 200 943 treasury shares.

32 DELHAIZE GROUP ANNUAL REPORT 2013 REVIEW
Review
Financial Review
The net debt to equity ratio was 29.0% at the end of 2013 compared to 39.9% at the end of 2012. Net debt decreased by €599 million to €1.5 billion mainly as a result of strong free cash flow generation.
At the end of 2013, Delhaize Group had total annual minimum operating lease commitments for 2014 of €269 million, including €21 million related to closed stores. These leases generally have terms that range between 1 and 45 years with renewal options ranging from 3 to 30 years.
Events after balance sheet date
In February 2014, Delhaize Group announced the planned sale of its Bulgarian operations to AP Mart. The Group expects to recognize an impairment loss of approximately €10 million and going forward will classify these operations as assets held for sale and discontinued operations. The transaction is expected to
close in the second quarter of 2014 and is subject to regulatory approval as well as customary closing conditions and working capital adjustments.
Also in February 2014, Delhaize Group received approval from the U.S. Federal Trade Commission (FTC) to proceed with the sale of its Sweetbay, Harveys and Reid’s operations to Bi-Lo. As part of the clearance, Bi-Lo agreed to divest 12 Delhaize America stores and Del-haize Group agreed to retain two other stores and convert them into the Food Lion banner. The final approval by the FTC will be issued after a 30-day comment period.
NON-GAAP MEASURES
In its financial communication, Delhaize Group uses certain measures that have no definition under IFRS or other generally accepted accounting standards (non-GAAP measures). Delhaize Group does not represent these measures as alternative measures to net profit or other financial measures determined in accordance with IFRS. These measures as reported by Delhaize Group might differ from similarly titled measures by other companies. We believe that these measures are important indicators for our business and are widely used by investors, analysts and other parties. A reconciliation of these measures to IFRS measures can be found in the chapter “Supplementary Information” of the Financial Statements (http://annualreport.delhaizegroup.com). A definition of non-GAAP measures and ratios composed of non-GAAP measures can be found in the glossary. The non-GAAP measures provided in this report have not been audited by the statutory auditor.
DEBT MATURITY PROFILE(1) (AFTER SWAPS)
(IN MILLIONS OF €)
600
326 400 400
211 1 7 225 51 202
14 15 16 17 18 19 20 27 31 40

(1) Excluding finance leases; principal payments (related premiums and discounts

not taken into account) after effect of cross-currency interest rate swaps.

DELHAIZE GROUP ANNUAL REPORT 2013 UNITED STATES 33
UNITED STATES
DELHAIZE AMERICA DELIVERS THE HIGHEST CONTRIBUTION TO THE DELHAIZE GROUP REVENUES WITH MORE THAN 60% OF GROUP SALES. WITH ITS DIFFERENT BANNERS, THE COMPANY OFFERS ITS CUSTOMERS THREE DIFFERENT STORE FORMATS. IN 2013 DELHAIZE AMERICA OPERATES 1 514 STORES, INCLUDING SWEETBAY, HARVEYS AND REID’S, IN 18 STATES, SPREAD ALONG THE EAST COAST OF THE UNITED STATES.
BY RIGHT PULLING LEVERS, THE
DELHAIZE HAS SUCCEEDED AMERICA
IN REALIZING .
GROWTH
Market
The U.S. economy showed signs of improvement in 2013. The unemployment rate(1) decreased steadily throughout the year, falling to 6.7% in December of 2013 from 7.8% in Jan-uary of 2013. Concurrently but in a less linear way, consumer confidence(1) also improved to 75.1 in December 2013 from 72.8 in January. In the wake of these positive macro-economic signs, personal spending increased while infla-tion remained subdued during most of the year. With the exception of March and August, the inflation rate(1) stayed below 2% during the year and stood at 1.5% at the end of December.

(1) Source: Trading Economics.

Strategy
In this environment of a prudent recovery, competition within most of the regions where Delhaize Group operates remained strong. New store openings and increased promotional activities by competitors continued to create a challenging environment. However, by pulling the right levers, Delhaize America has succeeded in realizing growth. At Food Lion, the repositioning work that was started in 2011 was finished and has delivered on its promises of comparable store sales growth in all of the repositioned markets. Hannaford has responded to the tougher market conditions by investing in price and at the same time improving its customer offering and value proposition.
LOOKING
FORWARD
2014 has all the ingredients to become another exciting year again for Delhaize America. It will be a year of many opportunities; purposefully rolling out the new initiatives in the Food Lion network and continuing to strengthen our position in an increasingly competitive market for Hannaford.

Review
United States
100 %
+ 2.0 %

1

514 stores
OF ALL FOOD LION STORES
COMPARABLE STORES
IN 18 STATES
REPOSITIONNED
SALES GROWTH
REVENUES
Other
segments
39%
$ 17.1 bio
3.4 %
TOTAL REVENUES
OPERATING MARGIN
USA 61%
IN 2013
Hannaford
Bottom Dollar Food
Food Lion
Harveys
Sweetbay

DELHAIZE GROUP ANNUAL REPORT 2013 UNITED STATES 35
Performance For the full year 2013, Delhaize America generated revenues of $17.1 billion (€12.9 billion), an increase of 1.9% over 2012 in local currency supported by comparable store sales growth of 2.0%. In 2013, the U.S. gross margin decreased by 15 basis points to 25.9% as a result of price investments, at both Food Lion and Hannaford.
Selling, general and administrative expenses as a percentage of revenues increased by 6 basis points to 22.6% mainly as a result of the reduction of the U.S. bonus accrual in the third quarter of 2012 which was largely offset by cost savings. The underlying operating margin of our U.S. business decreased by 29 basis points to 3.7% as a result of price investments, slightly higher SG&A and higher other operating expenses. Underlying operating profit decreased by 5.3% to $639 million (€481 million). Operating margin was 3.4% mainly as a result of $53 million (€40 million) restructuring, fixed asset impairment charges and store closing expenses.
Food Lion Food Lion is the largest banner within the Delhaize Group banner portfolio. The supermarket chain operates 1 124 stores in 11 states, including 11 Reid’s stores. The DNA of Food Lion is based on its strong store network, offering a broad assortment at low prices. In 2013, the brand respositioning work that kicked off in 2011 was completed. As a result, the entire Food Lion network now embodies and reflects the Simple, Quality and Price elements. Look-
ing at the performance of Food Lion in 2013, the efforts have clearly resulted in material revenue uplift. In order to fully benefit from this trend, Food Lion launched, at the end of last year, a new round of initiatives, based on the notions Easy, Fresh and Affordable, that should result in a continuation of top line growth.
Hannaford
Since it was acquired in 2000 by Delhaize Group, Hannaford has maintained its strong position in the Northeast of the U.S., particularly in Maine, New Hampshire, and Vermont. Known for the quality of its assortment and a high service level, Hannaford serves its customers through a network of 183 stores. In 2013 the banner took important measures to retain its customers´ share of grocery spending, through improving the value proposition and increasing customer service levels.
Bottom Dollar Food
Bottom Dollar Food is the fastest growing banner of Delhaize Group in the U.S. The discount format operates 62 stores, offering a limited but convenient assortment of national and private brand products, fresh meat and produce. The banner’s differentiator, on which Bottom Dollar Food prides itself, is offering its customers the lowest price through its “We won’t be beat” price guarantee policy. The store footprint is concentrated in the two most densely populated markets of the state of Pennsylvania, Philadelphia and Pittsburgh. In 2013, 6 new stores were opened.
SWEETBAY, HARVEYS AND REID’S
In a highly competitive environment, Delhaize Group continually needs to make choices about where and how it can best deploy its available resources. That is why, in 2013, Delhaize Group decided to divest the banners of Sweetbay, Harveys and Reid’s. The transaction was announced in the second quarter of 2013 and is expected to close in the first half of 2014. In total, 154 stores will be divested for a total consideration of $267 million in cash, subject to other customary adjustments.
KEY FIGURES (AS OF DECEMBER 31, 2013) 1 124(1) 183 62 72 73 Southeast and Northeast New Jersey, Ohio,
Georgia, Northern Westcoast Mid-Atlantic Pennsylvania Florida, South Carolina
of Florida sq.ft.
25 000—45 000 25 000—55 000 18 000—20 000 25 000—45 000 25 000—50 000 15 000—20 000 25 000—46 000 6 000—8 000 15 000—20 000 28 000—42 000 (1) Including 11 Reid’s stores.

36 DELHAIZE GROUP ANNUAL REPORT 2013 REVIEW
BELGIUM
THE ROOTS OF DELHAIZE GROUP CAN BE FOUND IN BELGIUM WHERE DELHAIZE BELGIUM OPERATES A WIDE VARIETY OF COMPANY-OPERATED AND AFFILIATED STORE FORMATS INCLUDING SUPERMARKETS, PROXIMITY STORES, A SPECIALTY CHAIN LIKE TOM & CO AND THE DISCOUNT CONCEPT RED MARKET. THIS WIDE RANGE OF DIFFERENT FORMATS, ALONG WITH THE E-COMMERCE PLATFORMS CADDY HOME, DELHAIZE DIRECT, AND DELHAIZE WINEWORLD, ALLOWS DELHAIZE BELGIUM TO MEET THE INCREASINGLY DIFFERENT NEEDS OF ITS CUSTOMERS. AT THE END OF 2013, DELHAIZE BELGIUM OPERATED 852 STORES IN BELGIUM AND LUXEMBURG, A NET INCREASE OF
12 STORES COMPARED TO THE PRIOR YEAR.
Market
Delhaize Belgium continued to operate in a highly competitive market. Although overall macro-economic conditions seem to show some signs of relief, consumer confidence(1) remained negative throughout the entire year. At the start of 2013, consumer confidence was at the same level as it was in 2009. This lack of confidence from consumers, as well as new market entrants and increased commercial pressure from discount food retailers, resulted in a challenging environment.
Strategy
Well aware of these challenges, Delhaize Belgium focused on its ambition to become the favorite supermarket in Belgium again.
KEY FIGURES
(AS OF DECEMBER 31, 2013) + 3.0 % 147 224 226 112 12 131 of revenues m2 1 900 1 125 500 140 1 200 450 compared to 2012 17 000 12 000 6 500 2 000 5 700 3 600

This ambition of growth is built on the strong brands of Delhaize Belgium, supported by the affiliated store format. In 2013, the banner took on various initiatives in support of this ambition. For example, the number of affiliates joining the Delhaize banners increased by 5%, high volume integrated supermarkets received significant remodeling, preparing them for the future, and a new semi-automated distribution center for fresh food was opened to further increase the efficiency in the supply chain.
Performance
Delhaize Belgium posted revenues of €5.1 billion in 2013, an increase of 3.0% compared to 2012, resulting from comparable store sales growth of 1.8% and network growth of 1.4%. For the full year, Delhaize Belgium’s market share remained stable compared to 2012 and stood at 25.5%. During 2013, Delhaize Belgium’s gross margin decreased by 10 basis points to 20.2% of revenues as a result of price investments and increased promotional activity. Selling, general and administrative expenses increased by 34 basis points to 17.1% given the impact of automatic salary indexation and the benefit of a payroll tax refund in the fourth quarter of 2012. Underlying operating profit increased by 1.0% to €198 million and the underlying operating margin of Delhaize
Belgium decreased from 4.0% to 3.9%.
Supermarkets—Delhaize
With 147 company-operated stores, Delhaize “Le Lion” is the leading supermarket banner of
Delhaize Group in both Belgium and Luxem-burg. The strengths of Delhaize “Le Lion” are its range of high quality and affordable products, its broad private brand assortment with both innovative and low-price items, and its emphasis on customer service.
Affiliated Supermarkets—AD Delhaize
AD Delhaize is a supermarket banner with stores operated by independent owners. These stores numbering 224 in 2013 are similar to, but on average smaller than the average company-operated supermarket. In 2013, our affiliated partners continued to be a significant contributor to Delhaize Belgium’s growth.
Affiliated Proximity Stores—Proxy and Shop & Go
Proxy is a convenience store format with a focus on fresh products and private label assortment. In 2013 the Proxy network expanded with 15 new stores. The Shop & Go stores are small convenience-oriented stores primarily located at gas stations. They target customers who demand proximity, convenience, speed, and longer operating hours. Twelve additional Shop & Go outlets where added in 2013 to bring the total number to 112.
Low-cost / low-price Supermarkets—Red Market
Red Market discount food stores are newer concept stores that combine high quality products, private as well as national brands, new
DELHAIZE GROUP ANNUAL REPORT 2013 BELGIUM 37
IS DELHAIZE BELGIUM
PRESENT FOR AND ITS
THEIR CUSTOMERS INCREASING DIFFERENT VIA NEEDS
OF DIFFERENT A RANGE FORMATS.
technologies, and an ease of shopping with helpful associates and very low prices. In order to reach as many customers as possible, the stores are open seven days per week. The first two Red Markets were opened in 2009. With the addition of three more new stores in 2013, the Red Market network has reached a total of 12.
Everything For Your Pet Stores—Tom & Co
Tom & Co is the leading pet food chain in Belgium. The 131 stores sell pet food, pet care products and services, and accessories for pets. After an initial opening of a trial store in France in 2012, Tom& Co opened a second store in the country in 2013.

(1) Source:Trading Economics.

EXCLUSIVE AT DELHAIZE BELGIUM
Again in 2013 Delhaize Belgium succeeded in surprising its customers with new products and services. Some examples that caught their attention: Delhaize Belgium joined forces with “De Vegetarische Slager”, an important company in The Netherlands developing vegetarian products or meat substitutes, to exclusively offer six new products in Delhaize stores in Belgium.
Delhaize launched a new product range of cereals with natural sweetener Stevia, which reduced the sugar by 70%, fat by 40%, and increased dietary fiber by a multiple of five.
Surfing on the renewed interest for cocktails, Delhaize cooperated with the famous Belgian distillery Filliers and cocktail specialist Manuel Wouters to develop a prestigious new gin with a unique flavor.
Belgium has a strong reputation when it comes to beer, so after the successful introduction of the single hop and Xtreme hop beers in 2012, Delhaize developed and introduced a new range of single yeast beers to help educate customers on how the ingredient of yeast impacts the flavor of beer.
In addition to beer, Belgium is also famous for its chocolate. In 2013, Delhaize introduced under its own brand name, a chocolate spread with hazelnuts but without palm oil. As a result, the spread, which was developed with the help of nutritional experts, doctors, and suppliers, contains 40% less saturated fat.

Review
Belgium
852
16
227
119 stores
STORES IN BELGIUM
ASSOCIATES IN BELGIUM
WITH A DELHAIZE DIRECT
COLLECTION POINT
+ 12

1 300

NEW STORES
DIFFERENT WINES
IN THE NETWORK
AVAILABLE VIA
DELHAIZE WINE
WORLD
MULTI CHANNEL INITIATIVES
In addition to its significant physical presence, Delhaize Belgium also operates e-commerce initiatives like Delhaize Direct, Delhaize Wineworld, and a home delivery service, Caddy Home. Delhaize Direct: Customers do their shopping online through a dedicated store website and collect their groceries at one of the 119 stores that have a dedicated collection point. The ambition is to further increase this number in 2014 and continue the rollout to affiliated stores.
Delhaize Wineworld: With more than 1 300 different wines, Delhaize Belgium offers its customers one of the broadest selections of wines in Belgium. Through a new and easy-to- navigate website, customers can explore a unique wine cellar, offering both everyday and exclusive wines from all over the world. After completing the ordering process, the wines are delivered to the customer at home. In 2013, Delhaize Wineworld also extended its assortment with more than 80 premium and exclusive brands of Whiskey.
Caddy Home: For customers who are pressed for time or cannot reach one of the Delhaize stores, groceries can be ordered online, by telephone or by fax for home delivery at a convenient time for the customers. 80 premium and exclusive brands of Whiskey in our assortment

DELHAIZE GROUP ANNUAL REPORT 2013 SOUTHEASTERN EUROPE 39
SOUTHEASTERN
EUROPE
THE SOUTHEASTERN EUROPE SEGMENT HAS SHOWN THE
HIGHEST GROWTH WITHIN DELHAIZE GROUP. IN 2013, ALMOST
15% OF SALES CAME FROM THIS REGION. DELHAIZE GROUP HAS
MAINTAINED ITS INVESTMENT LEVELS IN GREECE, ROMANIA AND
SERBIA IN ORDER TO FURTHER EXPAND ITS STORE NETWORK AS
WELL AS TO DEVELOP AND IMPROVE ITS SUPPLY CHAIN.
Market
Without a doubt, 2013 was another challenging year for doing business in Southeastern Europe. However, there have been signs of improvement. In Serbia, for instance, GDP growth turned slightly positive in the second half of the year and the unemployment rate(1) declined from the record level of 25% it had reached in 2012. In Greece, the unemployment has hopefully reached a peak and GDP contraction has slowed. The bright spot in the region has been Romania, where GDP growth and consumer spending both seem to indicate that the tough years of 2010 and 2011 have been digested.
Strategy
Delhaize Group continues to believe in and stimulate the development of this region. This is why, in 2013, we started building a new distribution center in Serbia to reduce our Direct-Store-Deliveries and to support our growth ambitions. In Greece, Alfa Beta has made the right strategic choices to win the hearts and the wallets of Greek customers. Market share was up again in 2013, reaching a record level of 23% (Source: AC Nielsen). In Romania, Mega Image is also gaining market share, albeit mostly through its rapid store expansion program.

(1) Source: Trading Economics.

Performance
For the full year 2013, revenues in Southeastern Europe increased by 5.1% to €3.1 billion, mainly as a result of volume growth in Greece and 103 store openings in Romania. Comparable store sales evolution for the region was -0.3% for the year. During 2013, gross margin increased by 31 basis points to 23.6% due to improved procurement conditions in Romania and Serbia. Selling, general and administrative expenses as a percentage of revenues increased by 16 basis points to 20.6% due to higher expenses in Serbia and as a result of the high growth in Romania. Underlying operating margin was 3.6% (3.5% in 2012) while underlying operating profit was €114 million, or an increase of 8.7% at identical exchange rates.
ALBANIA AND MONTENEGRO
In 2013, Delhaize Group made some structural changes and strategic choices to improve the overall performance of the segment. As a result, the operations in Albania and Montenegro were sold. In Montenegro, Delhaize Group and the buyer, Expo Commerce, entered into a franchise agreement whereby Expo Commerce will continue to operate the Maxi, Mini Maxi and Tempo stores under the same names and to offer Delhaize private brand products in the stores. These transactions will allow Delhaize Group to allocate resources where they can deliver the highest return and create the most value for all of our stakeholders.

40 DELHAIZE GROUP ANNUAL REPORT 2013 REVIEW
Review
Southeastern Europe
INDONESIA
Delhaize Group operates in Indonesia through a 51% holding stake in Super Indo. Based on a change in IFRS rules, Super Indo is no longer proportionally consolidated and is accounted for under the equity method (one-line consolidation).
With more than 245 million inhabitants, Indonesia is the largest economy in Southeast Asia and in 2013 it has maintained its reputation as a solid growth engine: GDP(1) was up again by 5.7%, the unemployment rate decreased slightly, consumer confidence climbed toward the high levels of 2005 and retail sales(1) peaked at the end of 2013, with a solid growth rate of 18.3%.
Super Indo capitalized on these improving economic conditions by opening 15 new stores in 2013, expanding its total store count to 117. Most Super Indo stores are located on the island of Java in the densely populated cities of Jakarta, Bandung, Surabaya and Yogyakarta. Super Indo supermarkets offer a wide variety of fresh products with a focus on fresh fish and meat at low prices, both of which are important differentiators in the Indonesian market.

(1) Source: Trading Economics. (2) Divested in the 1st quarter of 2014.

Alfa Beta—Greece
Through a combination of company-operated and affiliated stores, Alfa Beta operates a mul-ti-format store network in Greece. Alfa Beta is known for its large assortment, including fresh and organic products and local specialties. In 2013, Alfa Beta continued to meet the needs of the Greek customer and was rewarded for its customer-centricity with a higher market share. Its store network increased by 13 stores to reach a total of 281.
Mega Image—Romania
Mega Image operates neighborhood supermarkets concentrated in Bucharest with a focus on proximity and competitive prices, coupled with variety and a strong fresh offering. After accelerating its expansion program in 2011 and 2012, Mega Image maintained its high pace of expansion in 2013 by opening 103 new stores. An important lever for this growth has been the development and deployment of the Shop & Go format, enabling Mega Image to respond to the proximity and convenience needs of Romanian customers. For the first time since the launch of the new store format in 2010, Mega Image opened its first Shop & Go store outside of Bucharest.
Serbia
Operating 381 stores mainly under the Maxi brand, Delhaize Group is the leading food retailer in Serbia. Next to Maxi, Delhaize Serbia also operates under the Tempo brand. Both banners offer a broad assortment, including fresh and bakery products, with Maxi focusing primarily on food and Tempo stressing more non-food and general merchandise. One of the significant strengths of Delhaize Serbia is its excellent store locations.
To further develop its locational differentiation, Delhaize Serbia introduced in 2013 a new concept to the market, the Mini store. The Mini store concept is located at a petrol station and is open 24/7. It offers a wide assortment
of goods, including private brand products, across a range of categories including dairy, fruit, beverages, pet food and personal hygiene.
Bulgaria(2)
In Bulgaria, Delhaize operates under the Pic-cadilly brand. Piccadilly is known for its large assortment, strong focus on fresh products and extended opening hours. The network is a mix of traditional Piccadilly supermarkets and the Piccadilly Daily convenience stores. Most Piccadilly stores are concentrated in the cities of Sofia, Varna and Plovdiv. In the summer of 2013, Piccadilly reached the important milestone of opening its 50th store in the center of Sofia. At the end of 2013, Delhaize Group operated 54 stores in Bulgaria, an increase of 11 stores compared to the prior year.
Bosnia and Herzegovina(2)
Delhaize Group operates a network of 39 stores, making it one of the largest food retailers in Bosnia and Herzegovina. The multi-format network comprises Mini Maxi convenience stores, Maxi supermarkets, Tempo hypermarkets, and Tempo Express discount stores.
DELHAIZE GROUP
HAS MAINTAINED ITS INVESTMENT
LEVELS ROMANIA IN GREECE, AND SERBIA.

DELHAIZE GROUP ANNUAL REPORT 2013 SOUTHEASTERN EUROPE 41
KEY FIGURES (AS OF DECEMBER 31, 2013)
Bosnia and Herzegovina Bulgaria Serbia 18 19 2 32 22 206 149 11 15 m2 400 400—2 500 4 000—10 000 2 200 250 up to 400 400—2 500 4 000 10 000 500—2 000 12 000 19 000 25 000 15 000—18 000 3 000—6 000 6 600 14 500 31 500 5 000 Greece Romania Indonesia 166 43 52 7 13 168 128(1) 117 m2 1 250 440 500 220 2 370 600 260 1 000 13 300 4 150 6 750 4 250 8 200 5 900 2 000 8 700 (1) Including one AB Cool Food. 15 15 % OF TOTAL SALES FROM SEE SEGMENT € 3.1 bio Greece, Romania, Serbia, Bulgaria & Bosnia-Herzegovina REVENUES (+ 5.1 %) + 103 NEW STORES IN ROMANIA Indonesia 23 % OF MARKET SHARE IN GREECE

42 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
CORPORATE GOVERNANCE
BOARD OF DIRECTORS (as of December 31, 2013)
1 2 3 4
5 6 7 8
9 10 11
1. MATS JANSSON (1951)
Chairman since 2012 Director since 2011
Board Member of TeliaSonera
Former President of ICA Detaljhandel and Deputy CEO and Chairman of the Group Former CEO of Catena/Bilia, Karl Fazor Oy, Axfood Former President and CEO of Axel Johnson AB Former President and CEO of SAS
Former Board member of Axfood, Mekonomen, Swedish Match, Hufvudstaden and Danske Bank Member of JP Morgan European Advisory Council Studies in Economics and Sociology from the University of Orebro, Sweden
2. CLAIRE H. BABROWSKI (1957)
Director since 2006
Board member of Pier 1 Imports and Quiznos Former EVP and COO of Toys’R’Us Former COO and CEO of RadioShack Former Senior EVP and Chief Restaurant Operations Officer of McDonald’s Corp. MBA from the Keenan Flagler Business School at the University of North Carolina
3. SHARI L. BALLARD (1966)
Director since 2012
CHRO/President, International—Enterprise Executive Vice President of Best Buy Co., Inc. Bachelors Degree in Social Work from the University of Flint – Michigan, USA
4. BARON BECKERS-VIEUJANT (1960)
Director since 1995
President and CEO of Delhaize Group from 1999
- 2013
President of the Belgian Olympic and Interfederal Committee Member of the International Olympic Committee Former Co-Chairman and Board member of The Consumer Goods Forum Board member of D’Ieteren Group Board member and former Vice-Chairman of Food Marketing Institute Board member and former Chairman of CIES Board member of Guberna Vice-Chairman Federation of Belgian Companies Master in Business Administration from the Harvard Business School, USA
5. JACQUES DE VAUCLEROY (1961)
Director since 2005
Member of the AXA Management Committee, CEO for the Northern, Central and Eastern Europe business Unit. CEO AXA Life & Saving and Health business line.
Former Member Executive Board ING Group and CEO of ING Insurance Europe Degree in Law from Catholic University of Louvain (UCL), Belgium and Master of Business Law from Vrije Universiteit van Brussel (VUB), Belgium
6. ELIZABETH DOHERTY (1957)
Director since 2013 Board Member of Nokia
Non-Executive Director of Dunelm PLC
Former Board Member of Brambles Industries, Reckitt Benckiser and SABMiller Former CFO of Reckitt Benckiser Former CFO of Brambles Industries Bachelor of Science (Honors) in Liberal Studies in Science (Physics) from the University of Manchester, UK
7. HUGH G. FARRINGTON (1945)
Director since 2005
Former President and CEO of Hannaford Former Vice Chairman of Delhaize America Former Executive Vice President of Delhaize Group BA in History from Dartmouth College, MA in Education from the University of New Hampshire, USA
8. WILLIAM G. McEWAN (1956)
Director since 2011
Former President and CEO of Sobeys Inc. Former Board Member of Empire Company and of The Consumer Goods Forum Board Member Agrifoods International Cooperative and Ultima Foods.
Former President and CEO of the U.S. Atlantic Region of The Great Atlantic and Pacific Tea Company
9. DIDIER SMITS (1962)
Director since 1996
Managing Director of Papeteries Aubry
Former Manager of Advanced Technics Company Master in Economics and Financial Sciences from ICHEC Brussels, Belgium
10. JACK L. STAHL (1953)
Director since 2008
Former President and CEO of Revlon Former President and COO of The Coca-Cola Company Former CFO of The Coca-Cola Company Former Group President of Coca-Cola North America Board member of Dr Pepper Snapple Group and Coty, Inc.
Member of CVC Capital Board of Advisors Former Board member at Schering-Plough Former Board member at Saks, Inc. Board member of the Boys and Girls Clubs of America MBA from the Wharton Business School of the University of Pennsylvania, USA
11. BARON VANSTEENKISTE (1947)
Director since 2005 President of Sioen
Former Vice Chairman and former CEO of Recticel Former Chairman of the Board of Spector Photo Group and Telindus Group Board member of Spector Photo Group Former Chairman of Federation of Belgian Companies Former member of the Corporate Governance Commission Master in civil engineering from the Katholieke Universiteit Leuven (KUL), Belgium

DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE 43
EXECUTIVE COMMITTEE (as of December 31, 2013)
12. FRANS MULLER (1961)
President and CEO of Delhaize Group Master of Business Economics from Erasmus University, Rotterdam, The Netherlands Joined Delhaize Group in 2013
13. PIERRE BOUCHUT (1955)
EVP and CFO of Delhaize Group Graduate in from HEC, Paris, France Master in Applied Economics from Paris Dauphine University, France Joined Delhaize Group in 2012
14. NICOLAS HOLLANDERS (1962)
EVP of Human Resources, IT and Sustainability of Delhaize Group (until March 2014) Master in Law and Notary Law from the Katholieke Universiteit Leuven (KUL), Belgium Post Graduate in Economics from the Catholic University of Louvain (UCL), Belgium Joined Delhaize Group in 2007
15. KOSTAS MACHERAS (1953)
EVP of Delhaize Group and CEO of Southeastern Europe Bachelor of Arts (Economics) from Piraeus University, Greece Master of Business Administration from the Roosevelt University of Chicago, Chicago, Illinois, USA
Joined Delhaize Group in 1997
16. MAURA ABELN SMITH (1955)
EVP, General Counsel and General Secretary Delhaize Group Bachelor of Arts (Economics) from Vassar College, Poughkeepsie, New York, USA
Master of Philosophy (Economics) from Oxford University, Oxford, England Juris Doctor (John M. Olin Fellow in Law and Economics) from the University of Miami School of Law, Coral Gables, Florida, USA
Joined Delhaize Group in 2013
The following former Directors and Executives have been granted an honorary title in gratitude for their contribution to Delhaize Group:
Honorary Chairman and Chief Executive Officer: Chevalier Beckers, Baron de Vaucleroy Honorary Chairman and Director: Mr. Frans Vreys, Count Georges Jacobs de Hagen Honorary Directors: Mr. Jacques Boël, Mr. Roger Boin, Baron de Cooman d’Herlinckhove, Mr. William G. Ferguson, Mr. Robert J. Murray Honorary President and Chief Executive Officer: Baron Beckers-Vieujant Honorary General Secretary and Member of the Executive Committee: Mr. Jean-Claude Coppieters ‘t Wallant Honorary Members of the Executive Committee: Mr. Pierre Malevez, Mr. Arthur Goethals, Mr. Renaud Cogels, Mr. Michel Eeckhout Honorary Secretary of the Executive Committee: Mr. Pierre Dumont
12 13
14 15 16

44 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
The Board of Directors of Delhaize Group and its management are committed to serving the interests of its shareholders and other key stakeholders with the highest standards of responsibility, integrity and compliance with applicable laws and regulations. Delhaize Group strives to continually earn investor confidence by being a leader in good corporate governance, fostering a culture of performance and accountability, complying with the law and providing stakeholders with transparent communications about its strategy and performance. Upholding this commitment is in line with our high ethical standards and is important for our continued success.
Delhaize Group Corporate Governance Charter
Delhaize Group SA, a Belgian public company (“société anonyme”) follows the corporate governance principles described in the 2009 Belgian Code on Corporate Governance (the “Belgian Governance Code”) and which the Company adopted as its reference code in 2009. The Belgian Governance Code is available at: www.corporategovernancecommittee.be.
In accordance with the recommendations and guidelines described in the Belgian Governance Code, the corporate governance framework of the Company is outlined in Delhaize Group’s Corporate Governance Charter (the “Charter”).
The Board of Directors reviews and updates its Charter from time to time to reflect changes in its corporate governance framework. The current version of the Charter is available on the Company’s website at: www. delhaizegroup.com under the “Corporate Governance” tab. The Charter includes the Terms of Reference of the Board of Directors, the Terms of Reference of each Board Committee, the Terms of Reference of Executive Management, the Remuneration Policy, and the Related Persons Transactions Policy. The Company’s Articles of Association, the Charter, together with the policies attached as exhibits thereto, and applicable Belgian law, including the Belgian and U.S. securities exchange rules to which the Company is subject, govern the manner in which the Company operates.
As recommended by the Belgian Governance Code, this Corporate Governance Statement focuses on factual information relating to the Company’s corporate governance, including changes and other events that occurred in 2013 that impact the Company’s corporate governance framework.
The Board of Directors
Mission of the Board of Directors
The Board of Directors of Delhaize Group, as the Company’s ultimate decision-making body, is entrusted with all powers that are not reserved by law to the Shareholders’ Meeting. The Board is responsible for the Company’s strategy, for succession planning, and for providing direction and oversight to Executive Management who are respon-
sible for operating the Company. The Board is committed to creating shareholder value by pursuing sustainable, profitable growth based on the contributions of the Company’s associates, its global network of suppliers, and the continued loyalty of customers and the communities where it operates.
Composition of the Board of Directors
On December 31, 2013, the Board of Directors of Delhaize Group consisted of 11 directors. As indicated in the Terms of Reference of the Board of Directors, the Board periodically reviews its membership criteria and considers these criteria in the context of the current and future com- position of the Board and its committees. This assessment is made on the basis of a director or director-candidate’s knowledge, experience, independence, integrity, diversity, and relevant skills as well as his or her willingness to devote adequate time to Board duties.
At all times, a majority of the Board, a majority of the Remuneration
& Nomination Committee, and all members of the Audit Committee must be “independent” as such term is defined under the Belgian Companies Code (the “Companies Code”), the Belgian Governance Code, and the New York Stock Exchange Listing Manual (“NYSE rules”). In addition, at least one member of the Board and the Audit Com- mittee must be an “audit committee financial expert” as defined by U.S. federal securities laws, and all Audit Committee members must be financially literate. In addition, the Companies Code requires that at least one member of the Audit Committee must be competent in accounting and audit matters. With respect to the Remuneration & Nomination Committee, the Companies Code requires that members have remuneration expertise.
The Remuneration & Nomination Committee has given particular attention to the composition of the Board of Directors, including requirements for new directors in the future, taking into consideration director independence requirements, the ongoing need for financial and remuneration expertise and other qualification criteria, such as gender diversity (discussed below).
A recent Belgian law requires that boards of directors take gender diversity into account, and by the beginning of the financial year starting on January 1, 2017, that at least one third of their members is of another gender than the other members of the Board of Directors. As of December 31, 2013, the Delhaize Group Board of Directors is comprised of 11 members, of whom three are women. Ms. Claire H. Babrowski has been a member of the Company’s Board of Directors since May 2006.
Ms. Shari L. Ballard has been a member of the Company’s Board of Directors since May 2012, and Ms. Elizabeth Doherty has been a mem- ber of the Company’s Board of Directors since May 2013. The Board of Directors is committed to gender diversity because it is convinced that diversity strengthens the Board’s deliberative process and decisions.

DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE 45
2013 BOARD OF DIRECTORS AND COMMITTEE MEMBERSHIP
Name (Year of Birth) Position Director Since Term Expires Member of Audit Committee Member of Remuneration & Nomination Committee Mats Jansson (1951) Chairman(1) May 2011 2014 x Shari L. Ballard (1966) Director(1) May 2012 2015 x Claire H. Babrowski (1957) Director(1) May 2006 2016 x Baron Beckers-Vieujant Director May 1995 2015 (1960) Elizabeth Doherty (1957) Director(1) May 2013 2016 x Jacques de Vaucleroy Director(1) May 2005 2015 x (1961) Hugh G. Farrington (1945) Director May 2005 2014 Chair Jean-Pierre Hansen (1948) Director(1) May 2011 June 30, 2013(2) x (resigned) William G. McEwan (1956)
Director(1) May 2011 2014 x Didier Smits (1962) Director May 1996 2015 Jack L. Stahl (1953) Director(1) August 2008 2014 Chair Baron Vansteenkiste (1947) Director(1) May 2005 2015 x
(1) Independent director under the Companies Code, the Belgian Code on Corporate Governance and the NYSE rules.
(2) Mr. Hansen resigned from the Board effective 30 June, 2013.
In 2014, the Board considered its director qualification criteria in the context of the retirement of one of its directors and the proposed addition to the Board of Directors.
Assessments of Board, Committee and Individual Director Performance
Periodically, and at least every other year, the Board evaluates its overall performance, the performance of its committees, and its members. The purpose of these assessments is to enhance the overall effectiveness of the Board. In the Board’s view, this is best accomplished by the establishment of a confidential assessment process, approved by the Board, and facilitated by the Company’s General Counsel and General Secretary who may engage an external specialist when deemed appropriate. The results of the Board and Committee assessments are discussed with the full Board. Individual director assessments are shared only with the Chairman of the Board who meets with each director to discuss his or her performance.
In connection with the process for nominating directors to stand for election by shareholders at the annual meeting, each director is assessed in relation to the director qualification criteria. If, at any time, the Board determines that an individual director is not meeting the established performance standards or no longer satisfies the director qualification criteria and Independence Standards, or his or her actions reflect poorly upon the Board and the Company, the Board may request the resignation of such director. Pursuant to the Company’s Articles of Association directors may be removed from office at any time by a majority vote at any meeting of shareholders. Activity Report of the Board in 2013
In 2013, the Board of Directors met ten times (six regularly scheduled meetings and four special meetings). All directors were present at those meetings with the following exceptions: Messrs. Jacques de Vaucleroy and Mats Jansson and Ms. Claire H. Babrowski were each excused at one meeting, and Mr. Jean-Pierre Hansen was excused at five meetings (prior to his resignation from the Board in June 2013). In 2013, the Board’s activities included, among others: Regular sessions with the CEO without other members of management
An annual strategic session on key strategic issues Succession planning for the role of CEO and other members of Executive Committee Review of the Company’s financial performance compared to the approved 2013 budget, and review of the 2014 annual budget and the three-year financial plan (approved in January 2014) Regular business reviews
Review and approval of quarterly, half-yearly and annual financial statements, including proposed allocation of profits and dividend proposal, the consolidated financial statements, the Board report on the annual accounts and the consolidated financial statements, and the annual report
Approval of revenues and earnings press releases Approval of the publication of the Sustainability Progress Report 2012
Nomination of director, nomination of directors for renewal of their directors’ mandate and assessment of their independence
Review and decision on possible acquisitions and divestitures Regular review and update on treasury matters
Reports of Committee Chairmen and decisions on Committee recommendations Call and adoption of the agenda of the Ordinary Shareholders’ Meeting Approval of Delhaize America, LLC senior notes consent solicitation Nomination and Tenure of Directors
As a general rule, under Belgian law, directors are elected by majority vote at the ordinary shareholders’ meeting for a term of up to six years. From 1999 to 2009, the Company set the length of director terms for persons elected during such period at a maximum of three years. Pursuant to a recent Belgian law, a director is not independent if such person is elected to more than three successive terms or more than twelve years.

46 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
In March 2010, the Board of Directors established a three year term for the first mandate of a director, and then four years for two subsequent mandates. This would permit a non-executive director who is otherwise independent to serve a total of eleven years before such director would no longer be considered independent under Belgian law. The term of directors’ mandates who are not considered independent by the Board of Directors at the time of their election has been set by the Board at three years. Unless otherwise decided by the Board, a person who may be considered for election to the Board and who will turn age 70 during his or her next mandate may instead be elected to a term that would expire at the ordinary shareholders’ meeting occurring in the year in which such director turns 70.
At the Ordinary Shareholders’ Meeting held on May 23, 2013, Ms. Elizabeth Doherty was appointed as a director for a term of three years. Mr. Jean-Pierre Hansen resigned from the Board of Directors effective June 30, 2013.
Proposed Renewal of Director Mandates
The Board of Directors considered all criteria applicable to the assessment of independence of directors under the Companies Code, the Belgian Governance Code and the NYSE rules and determined that, based on the information provided by Messrs. Mats Jansson, William G. McEwan and Jack L. Stahl, they qualify as independent under all of these criteria. At the Ordinary Shareholders’ Meeting of May 22, 2014, the Board will propose that the shareholders acknowledge that Messrs. Mats Jansson, William G. McEwan and Jack L. Stahl are independent within the meaning of the Companies Code, and will propose the renewal of the mandates of Messrs. Mats Jansson, William G. McEwan and Jack L. Stahl, each for a term of four years, to the shareholders for approval. Mr. Hugh Farrington, whose third mandate expires at the upcoming ordinary shareholders meeting, and is not independent, will retire from the Board.
Proposed Appointment of New Director
Upon recommendation of the Remuneration and Nomination Committee, the Board will propose the appointment of Mr. Johnny Thijs as director for a term of three years to the shareholders at the Ordinary Shareholders’ Meeting to be held on May 22, 2014.
Mr. Thijs started his career in 1974 at Vanderelst N.V. (Rothmans group) as Product & Marketing Manager for Belgium. In 1981, he was named Marketing & Sales Manager at Masterfoods N.V. (Mars Inc.) for Belgium, the Netherlands, Germany and France. In 1986, he moved to Côte d’Or-Jacobs Suchard and five years later moved to Interbrew N.V. where he started as Executive Vice President before becoming CEO for Europe, Asia-Pacific and Africa from 1995 to 1999. In 2000, he was named CEO of Ter Beke. Mr. Thijs joined Belgian Post in 2002 where he served as CEO until end 2013. Mr. Thijs is Chairman of the Board of Directors of Spadel SA. He studied commercial sciences at the College of Economic Sciences of the University of Limburg, Belgium, and international management at Columbia University, USA.
Independence of Directors
In March 2014, the Board of Directors considered all criteria applicable to the assessment of independence of directors under the Companies Code, the Belgian Governance Code and the rules set forth in the New York Stock Exchange (NYSE) Company Listing Manual (“NYSE rules”). Based on the information provided by all directors regarding their relationships with Delhaize Group, the Board of Directors determined that all directors, with the exception of Baron Beckers-Vieujant, Messrs. Hugh G. Farrington and Didier Smits, are independent under the criteria of the Companies Code, the Belgian Governance Code and the NYSE rules.
Based on the determinations made at the Ordinary Shareholders’ Meeting of 2011, 2012, and 2013, the shareholders have determined that all current directors are independent under the criteria of the Companies Code, with the exception of the directors mentioned above. Such determinations have been made upon a director’s election or re-election to the Delhaize Group Board of Directors at an ordinary shareholders’ meeting.
Baron Beckers-Vieujant is not independent under the criteria of the Companies Code because he was an executive of the Company until December 31, 2013. Mr. Didier Smits is no longer independent under the criteria of the Companies Code (effective May 2009) because he has served on the Board of Directors as a non-executive director for more than three consecutive terms. Mr. Hugh G. Farrington (effective May 2011) is not independent under the criteria of the Companies Code because he was compensated until 2003 as an executive of the Company’s subsidiary Hannaford Bros. Co.
Committees of the Board of Directors
In 2013, the Board of Directors had two standing committees: the Audit Committee and the Remuneration & Nomination Committee. The table on page 45 provides an overview of the membership of the standing committees of the Board of Directors. The committees annually review their Terms of Reference and recommend any proposed changes to the Board of Directors for approval.
In March 2014 the Board decided to restructure the functions of its two standing committees (i.e., the Remuneration & Nomination Committee and the Audit Committee) into three standing committees, effective May 21, 2014: (i) the Remuneration Committee, (ii) the Governance & Nomination Committee, and (iii) the Audit & Finance Committee.
The Remuneration Committee will assume all remuneration functions, recommending director and executive committee compensation decisions to the Board of Directors for its approval. The current members of the Remuneration & Nomination Committee will be the initial members of the Remuneration Committee. The Governance & Nomination Committee will assume responsibility for board governance matters and succession planning for directors and Executive Committee members. This committee will have four members, two from each of the other committees. The Audit Committee will expand its role to further assist the Board in monitoring the areas of treasury activities and related financings, changing its

DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE 47
name to the Audit & Finance Committee. Current members of the Audit Committee will continue to serve on the Audit & Finance Committee. The Terms of Reference for the three Board committees, and their respective specific responsibilities, are attached as Exhibits to the Corporate Governance Charter and can be found on the Company’s website at www.delhaizegroup.com under the Corporate Governance tab.
Remuneration & Nomination Committee
The Remuneration & Nomination Committee (the “RNC”) was established by the Board of Directors to assist it in all matters related to performance evaluations, compensation and succession planning for directors and executives of the Company, in addition to monitoring compliance with governance rules and regulations. It was responsible for making recommendations to the Board for its consideration and approval on these and related topics. In 2013, the RNC was composed solely of non-executive directors, and a majority of the members of the RNC were independent pursuant to the Companies Code, the Belgian Governance Code, and the NYSE rules. The members of the RNC are appointed by the Board on the recommendation of the Chairman of the Board and members of the RNC (without participating in consideration of their own appointment). The RNC and the Board of Directors adequately considered the competence and the skills of the members of the RNC on an individual as well as on a collective basis and considered that such members met all the required competencies and skills to exercise the functions pertaining to the RNC.
The composition of the RNC in 2013 can be found in the table on page 45.
In 2013, the RNC met thirteen times. All RNC members attended all meetings with the exception of Ms. Shari Ballard, who was excused at two meetings and Mr. Mats Jansson, who was excused at one meeting. The RNC reviewed and approved all components of Company executive pay and made various recommendations to the Board of Directors on the topics noted below.
The activities of the RNC in 2013, with recommendations to the Board for its approval, included among others:
Evaluation of the CEO and other Executive Committee member performance
CEO and Executive Committee succession planning
Review and approval of the Company’s Remuneration Report
Review of senior management performance and compensation, including short and long-term incentive awards
Review of variable remuneration for other levels of management in the aggregate
Review of compliance with senior management share ownership guidelines
Review of director nominations and directors compensation
Review of director mandates and qualifications
Committee self-assessment of performance
Review of the Committee Terms of Reference
Audit Committee
The Audit Committee was established by the Board of Directors to assist it in monitoring the integrity of the financial statements of the Company, the Company’s compliance with legal and regulatory requirements, the Statutory Auditor’s qualification and independence, the performance of the Company’s internal audit function and Statutory Auditor, and the Company’s internal controls and risk management.
In 2013, the Audit Committee is composed solely of independent directors, who are qualified to serve on such committee pursuant to the Companies Code, the Belgian Governance Code, the SEC rules and the NYSE rules. The members of the Audit Committee are appointed by the Board on the recommendation of the Chairman of the Board and the RNC. The RNC and the Board of Directors adequately considered the competence and the skills of the members of the Audit Committee on an individual as well as on a collective basis and considered that such members met all the required competencies and skills to exercise the functions pertaining to the Audit Committee.
In 2013, the Board of Directors determined that Ms. Claire H. Babrowski, Ms. Elizabeth Doherty, Mr. Jean-Pierre Hansen (until his resignation effective June 30, 2013), Mr. Jack L. Stahl and Baron Vansteenkiste were “audit committee financial experts” as defined under applicable U.S. law. All members of the Audit Committee are considered to be experts in accounting and auditing for Belgian law purposes.
The composition of the Audit Committee can be found in the table on page 45.
In 2013, the Audit Committee met five times. All members of the Audit Committee attended all of those meetings with the exception of Mr. Jean-Pierre Hansen, who was excused at two meetings (prior to his resignation).
The activities of the Audit Committee in 2013 included, among others:
Review of financial statements and 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 of major financial risk exposures and the steps taken by management to monitor, control and disclose such exposures
Review of Management’s Representation Letter
Review of the Audit Committee Charter Required Actions Checklist
Review of reports concerning the policy on complaints (SOX 301 Reports Policy/I-Share line)
Review of SOX 404 compliance plan for 2013
Review of reports provided by the General Counsel
Review of reports provided by the Chief Information Security Officer

48 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
Review and evaluation of the lead partner of the independent auditor
Holding closed sessions (without the presence of management) with the independent external auditor, the Company’s Chief Internal Audit Officer, and the Company’s General Counsel
Review and approval of the Policy for Audit Committee Pre-Approval of Independent Auditor Services (as described below)
Review of required communications from the independent auditor
Review and approval of the Statutory Auditor’s global audit plan for 2013
Supervision of the performance of external auditor and supervision of internal audit function
Committee self-assessment of performance
Review of the Committee Terms of Reference
Independent External Audit
The external audit of Delhaize Group SA is conducted by Deloitte Revi-seurs d’Entreprises/Bedrijfsrevisoren, Registered Auditors, represented by Mr. Michel Denayer, until the Ordinary General Meeting in 2014.
Certification of Accounts 2013
In 2014, the Statutory Auditor has certified that the statutory annual accounts and the consolidated annual accounts of the Company, prepared in accordance with legal and regulatory requirements applicable in Belgium, for the year ended December 31, 2013, give a true and fair view of its assets, financial situation and results of operations. The Audit Committee reviewed and discussed the results of the Statutory Auditor’s audits of these accounts with the Statutory Auditor.
Statutory Auditor’s Fees for Services Related to 2013
The following table sets forth the fees of the Statutory Auditor and its associated companies relating to its services with respect to fiscal year 2013 rendered to Delhaize Group and its subsidiaries.
(in €) 2013
a. Statutory audit of Delhaize Group SA(1) 469 200
b. Legal audit of the consolidated financial statements(1) 264 384
Subtotal a,b: Fees as approved by the shareholders at 733 584
the Ordinary Shareholders’ Meeting of May 26, 2011
c. Statutory audit of subsidiaries of Delhaize Group 1 863 627
Subtotal a,b,c: Statutory audit of the Group and 2 597 211
subsidiaries d. Audit of the 20-F (Annual Report filed with U.S. 42 600
Securities and Exchange Commission) e. Other legally required services 11 504
Subtotal d, e 54 104 f. Consultation and other non-routine audit services 29 627 g. Tax services 225 206 h. Other services 24 904 Subtotal f, g, h 279 737 Total 2 931 052 (1) Includes fees for limited reviews of quarterly and half-yearly financial information.
Since the Company has securities registered with the SEC, the Company is required to provide a management report to the SEC regarding the effectiveness of its internal controls, as described in Section 404 of the U.S. Sarbanes-Oxley Act of 2002 and the rules implementing such act (see “Risk Management and Internal Controls – Financial Reporting” below). In addition, the Statutory Auditor must provide its assessment of the effectiveness of the Company’s internal controls over financial reporting. The fees related to this work represent a part of the Statutory Auditor’s fees for the “Statutory audit of Delhaize Group SA”, the “Statutory audit of subsidiaries of Delhaize Group” and the “Legal audit of the consolidated financial statements” in 2013. The Audit Committee has monitored the independence of the Statutory Auditor under the Audit Committee’s pre-approval policy, setting forth strict procedures for the approval of non-audit services performed by the Statutory Auditor.
Additional Governance Matters
Chief Executive Officer
In 2013, the Company announced that Baron Beckers-Vieujant, President and CEO, would retire by year-end, and that the Board of Directors would conduct a search for his successor. In September, 2013, the Company announced the appointment of Mr. Frans Muller as President and Chief Executive Officer, effective November 8, 2013. Baron Beckers-Vieujant remained in an executive role until December 31, 2013.
Executive Committee
The members of the Executive Committee are appointed by the Board of Directors, and the composition of the Executive Committee can be found on page 43 of this report. The CEO is the president of the Executive Committee.
Under Belgian law, a board of directors has the power to delegate under certain conditions its management authority to a management committee (comité de direction /directiecomité). The Board has not made such a delegation to the Executive Committee. It has, however, approved a Group Governance and Approval Policy to provide clarity of decision making roles between the Board and the CEO. The Board approved the Terms of Reference of Executive Management which are attached as Exhibit D to the Company’s Corporate Governance Charter.
Related Party Transactions Policy
As recommended under the Belgian Governance Code, the Board has adopted a Related Party Transactions Policy containing requirements applicable to the members of the Board of Directors and to members of senior management. It has also adopted a Conflicts of Interest Policy applicable to all associates, and to the Board.
The Company’s Related Party Transactions Policy is attached as Exhibit F to the Company’s Corporate Governance Charter. All members of the Board of Directors and members of senior management completed a Related Party Transaction Questionnaire in 2013 for internal control purposes. Further Information on Related Party Transactions, as defined

DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE 49
under International Financial Reporting Standards, can be found in Note 32 to the Financial Statements.
Insider Trading and Market Manipulation Policy
The Board has adopted a Policy Governing Securities Trading and Prohibiting Market Manipulation (“Trading Policy”) which reflects the Belgian and U.S. rules to prevent market abuse (consisting of insider trading and market manipulation). The Company’s Trading Policy contains, among other things, strict trading restrictions that apply to persons who regularly have access to material non-public information. More details concerning the Company’s Trading Policy can be found in the Company’s Corporate Governance Charter. The Company maintains a list of persons having regular access to material non-public information and periodically reminds these persons and others who may from time to time have such information about the rules of the Trading Policy. The Company has also established regular periods during each calendar year prior to and immediately following the release of the Company’s financial information, during which directors and senior management are restricted from trading in Company securities.
Disclosure Policy
As recommended by the Belgian Governance Code, the Company has adopted a Disclosure Policy that sets out the framework and the guiding principles that the Company applies when disclosing information. This policy is available at www.delhaizegroup.com.
Compliance with the Belgian Governance Code
In 2013, the Company was fully compliant with the provisions of the Belgian Governance Code.
Undertakings upon Change of Control of the Company, as of December 31, 2013
Management associates of non-U.S. operating companies received stock options issued by the Board of Directors under the umbrella stock option plan 2007, granting to the beneficiaries the right to acquire ordinary shares of the Company. Management associates of U.S. operating companies received options, which qualify as warrants under Belgian law, issued by the Board of Directors under the Delhaize Group 2002 Stock Incentive Plan, as amended, and under the Delhaize Group U.S. 2012 Stock Incentive Plan, granting to the beneficiaries the right to subscribe to new American Depositary Receipts of the Company. The Shareholders’ Meetings of May 23, 2002, May 24, 2007 and May 24, 2012, respectively, approved a provision of these plans that provide that in the event of a change of control over the Company the beneficiaries will have the right to exercise their options and warrants, regardless of their vesting period. The number of options and warrants outstanding under those plans as of December 31, 2013 can be found under Note
21.3 to the Financial Statements.
Management associates of U.S. operating companies received restricted stock units and performance stock units under the Delhaize America, LLC 2002 and 2012 Restricted Stock Unit Plans, as amended,
granting to beneficiaries the right to receive existing shares of the Company upon vesting and achievement of performance conditions, as the case may be. The Shareholders’ Meetings of May 23, 2002 and May 24, 2012, respectively, approved a provision of these plans that provide that in the event of a change in control over the Company the benefi-ciary will receive existing shares regardless of the vesting period. In 2003, the Company adopted a global long-term incentive program which incorporates a Performance Cash Plan. The grants under the Performance Cash Plan provide for cash payments to the beneficiaries at the end of a three-year period that are dependent on Company performance against Board-approved financial targets that are closely correlated to building long-term shareholder value. The Shareholders’ Meeting of May 26, 2005 approved a provision of the Performance Cash Plan that provides that the beneficiaries are entitled to receive the full cash payment with respect to any outstanding grant in the event of a change of control over the Company.
The Ordinary Shareholders’ Meeting held on May 24, 2007, May 22, 2008, May 28, 2009, May 27, 2010, May 26, 2011, May 24, 2012 and May 23, 2013, respectively, approved the inclusion of a provision granting to the holders of the bonds, convertible bonds or medium-term notes that the Company may issue within the 12 months following the respective ordinary shareholders’ meeting, in one or several offerings and tranches, denominated either in U.S. Dollars or in Euros, with a maturity or maturities not exceeding 30 years, for a maximum aggregate amount of €1.5 billion, the right to obtain the redemption, or the right to require the repurchase, of such bonds or notes for an amount not in excess of 101% of the outstanding principal amount plus accrued and unpaid interest of such bonds or notes, in the event of a change of control over the Company, as would be provided in the terms and conditions relating to such bonds and/or notes.
On June 27, 2007 the Company issued €500 million 5.625% senior notes due 2014 and $450 million 6.50% notes due 2017 in a private placement to qualified investors. Pursuant to an exchange offer registered under the U.S Securities Act, the 6.50% Dollar Notes were subsequently exchanged for 6.50% Dollar Notes that are freely transferable in the U.S. Each of these series of notes contain a change of control provision granting its holders the right to early repayment for an amount not in excess of 101% of the outstanding principal amount thereof in the event of a change of control over the Company and downgrading by Moody’s and Standard & Poor’s.
On February 2, 2009 the Company issued $300 million 5.875% senior notes due 2014 to qualified investors pursuant to a registration statement filed by the Company with the SEC. The notes contain a change of control provision granting their holders the right to early repayment for an amount not in excess of 101% of the outstanding principal amount thereof in the event of a change of control over the Company and downgrading by Moody’s and S&P.

50 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
On October 6, 2010, the Company announced the issuance of new $827 million 5.70% Notes due 2040 (the “New Notes”) pursuant to a private offer to exchange 9.00% Debentures due 2031 and 8.05% Notes due 2027 issued by its wholly-owned subsidiary Delhaize America, LLC held by eligible holders. The New Notes contain a change of control provision granting their holders the right to early repayment for an amount not in excess of 101% of the outstanding principal amount thereof in the event of a change of control over the Company and downgrading by Moody’s and S&P.
On October 5, 2011 the Company announced the successful completion on October 4, 2011 of its public offering of €400 million 7 year 4.25% retail bonds in Belgium and in the Grand Duchy of Luxembourg listed on NYSE Euronext Brussels pursuant to a prospectus filed by the Company with the Financial Services and Markets Authority of Belgium (FSMA). The bonds contain a change of control provision granting their holders the right to early repayment for an amount not in excess of 101% of the outstanding principal amount thereof in the event of a change of control over the Company and downgrading by Moody’s and S&P.
On April 10, 2012 the Company issued $300 million 4.125% senior notes due 2019 to qualified investors pursuant to a registration statement filed by the Company with the SEC. The notes contain a change of control provision granting their holders the right to early repayment for an amount not in excess of 101% of the outstanding principal amount thereof in the event of a change of control over the Company and downgrading by Moody’s and S&P.
On November 27, 2012 the Company issued €400 million 3.125% senior notes due 2020 listed on NYSE Euronext Brussels to qualified investors pursuant to a prospectus filed by the Company with the FSMA. The notes contain a change of control provision granting their holders the right to early repayment for an amount not in excess of 101% of the outstanding principal amount thereof in the event of a change of control over the Company and downgrading by Moody’s and S&P.
The Ordinary Shareholders’ Meeting held on May 26, 2011 approved a change in control clause set out in the €600 million five-year revolving credit facility dated April 15, 2011 entered into among inter alias the Company, Delhaize America, LLC, Delhaize Griffin SA, Delhaize The Lion Coordination Center SA, as Borrowers and Guarantors, the subsidiary guarantors party thereto, the lenders party thereto, and Fortis Bank SA/ NV, Bank of America Securities Limited, JP Morgan PLC and Deutsche Bank AG, London Branch, as Bookrunning Mandated Lead Arrangers. The “Change in Control” clause provides that, in case any person (or persons acting in concert) gains control over the Company or becomes the owner of more than 50 per cent of the issued share capital of the Company, this will lead to a mandatory prepayment and cancellation under the credit facility.
Risk Management and Internal Controls
Overview
The Company’s Board of Directors has ultimate responsibility for monitoring the performance of the Company and its internal controls. It is assisted by Board committees, described herein, which monitor various aspects of the Company’s performance and make recommendations to the Board for decisions and approval.
The Board of Directors relies on management for establishing and maintaining adequate internal controls. Internal control is broadly defined as a process implemented by the Board and management, designed to provide reasonable assurance regarding achievement of objectives related to:
effectiveness and efficiency of operations,
reliability of financial reporting, and
compliance with applicable laws and regulations.
The Audit Committee ultimately oversees major business and financial risk management and discusses the process by which management of the Company assesses and manages the Company’s exposure to those risks and the steps taken to monitor and control such exposures. Management of the Company has established and operates its internal control and risk management systems in a manner that is consistent with guidelines issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”). The internal control system is based upon COSO’s Internal Control – Integrated Framework, and its risk management system is based on COSO’s Enterprise Risk Management Framework.
Financial Reporting
The Company’s internal controls over financial reporting are a subset of internal controls and include those policies and procedures that:
pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with IFRS as adopted by the EU, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements. Since the Company has securities registered with the SEC, the Company must provide (i) a management report on the effectiveness of the Company’s internal control over financial reporting, and (ii) the Statutory Auditor’s assessment of the effectiveness of internal control over finan-cial reporting, as described in Section 404 of the U.S. Sarbanes-Oxley Act of 2002 and the rules implementing such act. The Statutory Auditor’s

related opinions regarding the Company’s year ended December 31, 2013 will be included in the Company’s Annual Report on Form 20-F for such year, which is required to be filed with the SEC by April 30, 2014. The Company’s 2012 annual report filed on Form 20-F includes management’s conclusion that the Company’s internal control over financial reporting was effective as of December 31, 2012.
The Statutory Auditor concluded that the Group maintained, in all material respects, effective internal control over financial reporting as of December 31, 2012.
Control Environment
The Company operates in nine countries on three continents. The management of the Company is organized around strong banner and regional management teams, and the chief executives or chief operating officers of each operating banner report to the Chief Executive Officer of Delhaize Group or to a member of the Executive Committee. The Company provides support and coordination functions to all members of the Group and monitors selected activities groupwide. Our operating companies have acquired leading positions in food retailing through a distinct go-to-market strategy, benefiting from support functions at the global or regional level, whichever makes the most sense in terms of efficiency.
Delhaize Group also has implemented policies and procedures that determine the governance of the Company to ensure that strategies and overall business objectives are pursued under a controlled and well-defined decision-making authority.
The Company’s Guide for Ethical Business Conduct provides a statement of our position on various ethical and compliance issues that could impact our business and summarizes a number of Company policies that must guide our actions. The Company has also adopted policies related to specific areas of compliance and a reporting mechanism, referred to as IShare, for associates and others to report compliance concerns.
We also expect our independent store operators, franchisees, vendors and outside consultants, such as business, financial, technical or legal advisors, to be guided by these standards and policies.
A copy of the Guide for Ethical Business Conduct is available on the Company website at: www.delhaizegroup.com.
Risk Management Program
Executive Management is responsible for establishing a risk management program that is implemented at all levels of the organization for identifying, assessing, and mitigating risks that could, if they occur, impede the organization’s ability to achieve its objectives and create value for its stakeholders. Business leaders are responsible for identifying, assessing and managing risks within their assigned areas of oversight and responsibility. They are also responsible for integrating identified risks into their financial plans.
DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE 51
The Audit Committee reviews management’s process for identifying , assesing and mitigating such risks. The Board of Directors considers risks identified by management in evaluating the Company’s strategy, three-year business plan, and annual budget, and related funding and allocation of capital, as well as in assessing the Company’s talent and capabilities to deliver performance.
Information and Communication
The Chief Executive Officer and the Executive Committee have established a clear tone at the top that they expect associates to adhere to high ethical standards as described in the Guide for Ethical Business Conduct, and to exercise due care in their assigned responsibilities. This includes a duty to ensure that information is properly collected and communicated, consistent with applicable regulations and data privacy laws and directives, concerning all aspects of the Company’s operations, including associates, customers, vendors, and all related financial reports.
The Company has established a system of uniform reporting of financial information that is performed both upstream and downstream and allows the Company to detect potential anomalies in its internal control framework. A detailed financial calendar for this reporting is established every year in consultation with the Board of Directors and is designed to allow for information to be prepared accurately, and reported timely, in accordance with legal and other requirements.
Control Activities
Control activities include policies and procedures to help monitor and manage risk. Control activities occur throughout the organization, at all levels and in all functions. They include a range of activities as diverse as approvals, authorizations, verifications, reconciliations, reviews of operating performance, security of assets and segregation of duties. The Company has designed control activities for all relevant business processes across each operating company as well as its corporate support offices. Significant policies and procedures are published on the Company’s public websites, intranet sites and other communication portals as well as being periodically circulated throughout the Company.
Monitoring
Monitoring, as defined in the COSO’s Internal Control Framework, has been implemented to help ensure “that internal control continues to operate effectively.” The Company had designed its monitoring procedures to ensure that:
Internal control deficiencies are identified and corrected on a timely basis;
Information used in decision-making is reliable and accurate;
Financial statements are prepared accurately and timely; and
Periodic certifications or assertions on the effectiveness of internal control can be made.
The Company’s monitoring procedures consist of a combination of management oversight activities and independent objective assessments of those activities by internal audit or other third-parties.

52 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
Management’s monitoring of internal control is performed on a continuous basis. Operating company performance is measured and compared to budgets and long-term plans and key performance indicators that may identify anomalies indicative of a control failure. In addition, the Company has implemented a groupwide performance management system to monitor and measure performance consistently across the organization.
The Company has a professional internal audit department that reports directly to the Chief Internal Audit Officer. The Chief Internal Audit Officer reports functionally to the Audit Committee and administratively to the General Counsel of the Company. The Audit Committee reviews Internal Audit’s risk assessment and audit plan, and regularly receives internal audit reports for review and discussion.
The internal audit department identifies internal control deficiencies, communicates timely to management and periodically follows up to ensure that the appropriate corrective action have been taken.
Shareholder Matters
Each holder of Delhaize Group ordinary shares is entitled to attend any shareholders’ meeting and to vote on all matters on the agenda of such meeting, provided that such holder complies with the formalities specified in the notice for the meeting.
The rights of a shareholder to attend the shareholders’ meeting and to vote are subject to the registration of these shares in the name of this shareholder no later 11:59 pm (European Central Time) on the record date, which is the fourteenth day before the meeting, either by registration of registered shares in the register of registered shares of the Company, or by registration of dematerialized shares in the accounts of an authorized securities account keeper or clearing institution, or by delivery of bearer shares to a financial intermediary. Shareholders must notify the Company (or the person designated by the Company for this purpose) of their intent to participate in the shareholders’ meeting, no later than six days before the date of the meeting.
Similarly, a holder of Delhaize Group American Depositary Shares (“ADSs”) who gives voting instructions to the depositary must arrange for having those ADSs registered no later than 11:59 pm (Central European Time) on the record date set by the Company, which is the fourteenth day before the meeting.
Each share or ADS is entitled to one vote. The Company’s Articles of Association do not contain any restriction on the exercise of voting rights by the shareholders, provided that the shareholders are admitted to the Shareholders’ Meeting and their rights are not suspended. The
relevant provisions governing the admission of shareholders to the Shareholders’ Meeting are set out in Article 545 of the Companies Code and Article 31 of the Articles of Association. According to Article 6 of the Articles of Association, the Company may suspend the exercise of the rights vested in a share in the event there are joint owners of a share until one person has been appointed in writing by all such co-owners to exercise those rights. Article 10 of the Articles of Association provides that the voting rights pertaining to unpaid shares are automatically suspended as long as called payments, duly made and claimable, have not been made. Finally, voting rights attached to treasury shares held by the Company are suspended (please see page 87 of this Annual Report as to treasury shares).
The Articles of Association of the Company do not contain any restrictions on the transfer of shares or ADSs, except for the prohibition set out in Article 10 of the Articles of Association that provides the shares that have not been fully paid up may not be transferred unless the Board of Directors has previously approved the transferee.
Belgian law does not require a quorum for the ordinary shareholders’ meetings. Decisions are taken by a simple majority of votes cast at the meeting, irrespective of the number of Delhaize Group ordinary shares present or represented at the meeting.
Resolutions to amend any provision of the Articles of Association, including any decision to increase the capital or an amendment which would create an additional class of shares, require a quorum of 50% of the issued capital at an extraordinary shareholders’ meeting. If this quorum requirement is not achieved at the extraordinary shareholders’ meeting, the Board may convene a second extraordinary shareholders’ meeting for which no quorum is required. Decisions at an extraordinary shareholders’ meeting are taken by the affirmative vote of at least 75% of the shares present or represented and voting at such meeting, or 80% of such shares if the amendment would change Delhaize Group’s corporate purpose or authorize the Board to repurchase Delhaize Group ordinary shares.
The Board of Directors has been authorized by the Company’s shareholders to increase the share capital of the Company in one or more transactions in the aggregate amount of €5.1 million on the dates and pursuant to the terms decided by the Board of Directors for a period of five years as from June 21, 2012.
The Board of Directors has been authorized by the Company’s shareholders to acquire up to 10% of the outstanding shares of the Company at a minimum unit price of €1 and at a maximum unit price not higher than 20% above the highest closing stock market price of the Compa-

ny’s shares on NYSE Euronext Brussels during the twenty trading days preceding such acquisition. Such authorization has been granted for a period of five years as from the date of the Extraordinary Shareholders’ Meeting of May 26, 2011 and extends to the acquisition of shares of the Company by its direct subsidiaries.
Ordinary Shareholders’ Meeting of May 23, 2013
The Ordinary Shareholders’ Meeting is held annually on the fourth Thursday in the month of May, as prescribed by the Articles of Association. The Ordinary Shareholders’ Meeting of 2013 (“2013 OSM”) was held on May 23, 2013.
During the 2013 OSM, the Company’s management presented the Management Report, the report of the Statutory Auditor and the consolidated annual accounts. The shareholders approved the non-consolidated statutory annual accounts of fiscal year 2012 and discharged the Company’s directors and the Statutory Auditor of liability for their mandate during 2012. The shareholders elected Ms. Elizabeth Doherty as a director for a term of three years, and acknowledged her as an independent director under the Companies Code. Additionally, the shareholders approved (i) the company’s remuneration report, and (ii) a provision allowing for early redemption upon a change of control of the Company to be provided to bondholders and/or noteholders in certain transactions the Company might enter into prior to the next Ordinary Shareholders’ Meeting.
The minutes of the 2013 OSM, including the voting results, are available in French and Dutch on the Company’s website at www.delhaizegroup. com under the “Corporate Governance” tab, together with all other relevant documents relating to such meeting. A summary of the results is also available in English, on the website.
Shareholder Structure and Ownership Reporting
Pursuant to applicable legal requirements and the Articles of Association of the Company, any person or legal entity (hereinafter a “person”) which owns or acquires (directly or indirectly, by ownership of American Depositary Shares (“ADSs”) or otherwise) shares or other securities of the Company granting voting rights (representing the share capital or not) must disclose to the Company and to the Belgian Financial Services and Markets Authority (“FSMA”) the number of securities that such person owns, alone or jointly, when its voting rights amount to three percent (3%) or more of the total existing voting rights of the Company. Such person must make the same type of disclosure in case of transfer or acquisition of additional voting right securities when its voting rights reach five percent (5%), ten percent (10%), and so on by blocks of five percent (5%), or when the voting rights fall below one of these thresholds.
DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE 53
The same disclosure requirement applies if a person transfers the direct or indirect control of a corporation or other legal entity which owns itself at least three percent (3%) of the voting rights of the Company. Furthermore, if as a result of events changing the breakdown of voting rights, the percentage of the voting rights reaches, exceeds or falls below any of the above thresholds, a disclosure is required even when no acquisition or disposal of securities has occurred (e.g., as a result of a capital increase or a capital decrease). Finally, a disclosure is also required when persons acting in concert enter into, modify or terminate their agreement which results in their voting rights reaching, exceeding or falling below any of the above thresholds.
The disclosure statements must be addressed to the Belgian regulators (“FSMA”) and to the Company no later than the fourth trading day following the day on which the circumstance giving rise to the disclosure occurred. Unless otherwise provided by law, a shareholder shall be allowed to vote at a shareholders’ meeting of the Company only with the number of securities it validly disclosed not less than 20 days before such meeting.
Delhaize Group is not aware of the existence of any shareholders’ agreement with respect to the voting rights securities of the Company. With the exception of the shareholders identified in the table below, no shareholder or group of shareholders had declared as of December 31, 2013 holdings of at least 3% of the outstanding voting rights of Delhaize Group.
Citibank, N.A.(1)
10.62%
BlackRock Group
5.02%
Silchester International Investors LLP
10.03%

(1) Citibank, N.A. has succeeded The Bank of New York Mellon as Depositary for the

American Depositary Receipts program of Delhaize Group as of February 18, 2009.
Citibank, N.A. exercises the voting rights attached to such shares in compliance with
the Deposit Agreement that provides among others that Citibank, N.A. may vote such
shares only in accordance with the voting instructions it receives from the holders of
American Depositary Shares.
On December 31, 2013, members of the Board of Directors and the Company’s Executive Committee owned as a group 711 413 ordinary shares and ADSs of Delhaize Group SA combined, which represented approximately 0.69% of the total number of outstanding shares of the Company as of that date. On December 31, 2013, the Company’s Executive Committee owned as a group 729 772 stock options, warrants, performance stock units and restricted stock units representing an equal number of existing or new ordinary shares or ADSs of the Company.

54 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
REMUNERATION REPORT
Executive Compensation Philosophy
The Delhaize Group Remuneration Report is intended to provide its shareholders and all other stakeholders with consistent and transparent information on executive compensation. The Delhaize Group executive compensation program is designed to attract, retain and motivate our leaders to deliver Company performance that builds long-term shareholder value. To achieve these objectives, our program is designed around one guiding principle, “Pay for Performance,” which is discussed in more detail below.
Pay for performance: Delhaize Group rewards achievement of (i) Board-approved financial metrics and (ii) individual goals that are designed to improve our financial performance and to ensure sustainable long-term profitability, consistent with our Company values.
Delhaize Group believes that an executive’s compensation should be specifically tied to Company and individual performance.
In this remuneration report, we include information on the following topics:
Recent changes in the Executive Committee of Delhaize Group;
Delhaize Group’s Remuneration Policy;
Executive Compensation roles and analysis;
Executive Management compensation;
Executive Committee Share ownership guidelines and
Overview of Director Remuneration.
The term “Executive Management” refers to the individuals who are members of the Delhaize Group Executive Committee, and certain other senior executive as determined by the Company’s Board of Directors from time to time.
Recent Changes in the Executive Committee of Delhaize Group
In 2013 Delhaize Group underwent a significant transition in its leadership. The Board of Directors of Delhaize Group announced in May 2013 the retirement of Delhaize Group’s Chief Executive Officer, Baron Beckers-Vieu-jant, and after a careful assessment of the Company’s performance and strategy, developed criteria to guide its search process for a new CEO. On September 4, 2013, the Board of Directors announced the appointment of Mr. Frans Muller as the Company’s CEO, effective as of November 8, 2013. Following the announcement of Baron Beckers-Vieujant’s successor, the Company announced the departures of two members of the Executive Committee, Mr. Roland Smith and Mr. Stéfan Descheemaeker. In addition, one long-standing member of the Executive Committee, the Company’s General Counsel, Mr. Michael Waller, also retired and a new General Counsel, Ms. Maura Smith, was appointed to the Executive Committee. The compensation arrangements related to these individuals are discussed below.
During this period of transition, the Board of Directors determined that the Company and its shareholders would be best served by taking steps to ensure a period of management stability, including making certain changes to its available compensation program conducting a holistic review of the Company’s executive compensation program. These steps are summarized below.
Delhaize Group’s Remuneration Policy
The Board of Directors of Delhaize Group determines the remuneration of directors and the members of Executive Management, based on recommendations of the Board’s Remuneration and Nomination Committee (the “Committee” or “RNC”). The Board has adopted a Remuneration Policy that sets forth the principles that guide the Committee and the Board in its decision-making regarding compensation matters. The Board updates its Remuneration Policy from time to time to reflect changes in its programs or approach. As noted in the Remuneration Policy, the compensation of Executive Management is designed to:
attract, motivate and retain talented and high potential executives;
promote the achievement of Board-approved performance targets that are aligned with building shareholder value over the short, medium and long-term; and
recognize and reward strong individual contribution and solid team performance.
A copy of the Remuneration Policy may be found on the Company’s website at www.delhaizegroup.com under the Corporate Governance tab, as an exhibit to the Company’s Corporate Governance Charter. The Company’s Remuneration Policy reflects its desire to reward individual and Company performance in a manner that aligns the interests of the Company’s executives, directors and shareholders while also taking into account market practices and the differences between the Group’s operating companies.
As stated in its Remuneration Policy, the Board of Directors has established financial targets for Company performance and individual targets aligned with the Company’s strategy. Both the structure and the amount of compensation paid to Executive Management are reviewed on an annual basis, and the Board’s compensation decisions take into account both Company and individual performance.
Each member of Executive Management receives compensation in the form of an annual base salary, an annual short-term incentive award and an annual grant of a long-term incentive award. These elements are collectively referred to as “total direct compensation.” In determining the compensation of Executive Management, the Committee considers the compensation paid to executives in comparable positions at other companies, and relies on data and analysis provided to the Committee by an external compensation consultant. The objective

is to establish target compensation levels that, as a general rule, are at or around the median market level. The reference companies are those in the retail industry in Europe and the United States, as well as other comparably sized companies in both Europe and the United States, where benchmarking more broadly is appropriate for the position of an executive. This market-based information, together with the experience and scope of responsibilities are taken into account, along with internal equity factors, to determine each executive’s target total direct compensation. The variable performance-based components of the total compensation package are the most significant portion of total direct compensation.
As of March 11, 2014 Delhaize Group modified its Remuneration Policy to take account of changes approved in January 2014 to the Company’s short-term and long-term incentive plan design. The Remuneration Policy includes principles related to unvested equity-based compensation recovery from an officer who has committed a fraud or wrongdoing that results in a restatement of the Company’s financial results. The changes in the Remuneration Policy followed a thorough analysis of its plans for Executive Management to ensure that the design of these plans support the Company’s strategy and remain aligned with market practices.
Executive Compensation Roles and Analysis
Role of the Board of Directors
The Board of Directors, upon the recommendation of the RNC, determines the remuneration of directors and the members of Executive Management.
Role of the Remuneration & Nomination Committee
The role of the RNC is to, among other matters, advise and make recommendations to the Board of Directors on compensation matters. In March 2014, the Board approved dividing the work of the RNC as of May 2014 into two separate committees, the Governance and Nomination Committee, and the Remuneration Committee. The roles and responsibilities of the Remuneration Committee are described in its Terms of Reference and are set forth as Exhibit C to the Corporate Governance Charter.
Role of certain Executive Committee members in Executive Compensation Decisions
The Company’s CEO makes recommendations concerning compensation for Executive Management. These compensation recommendations reflect the results of an annual performance review for each executive. The Company’s Executive Vice President for Human Resources (“CHRO”) assists the CEO in this process. The CHRO also supports the RNC in its evaluation of the CEO’s performance and compensation recommendations, and the General Counsel provides legal advice concerning applicable laws and governance matters.
DELHAIZE GROUP ANNUAL REPORT 2013 REMUNERATION REPORT 55
Executive Management Compensation
The compensation of Executive Management includes the following components:
Annual Base Salary;
Annual Short-term Incentive (“STI”) awards;
Long-term Incentive (“LTI”) awards; and
Other benefits, retirement and post-employment benefits.
When determining compensation for Executive Management, the RNC considers all of these elements.
In general, these components can be categorized as either fixed or variable. The base salary and other benefits, such as retirement and post-employment benefits that are specified contractually or by law, are considered fixed compensation. The short-term incentive award and the different components of the long-term incentive award are considered variable compensation.
Delhaize Group believes that the current proportion of fixed versus variable compensation offers members of Executive Management the right balance of incentives to optimize both the short- and long-term objectives of the Company and its shareholders.
The following graphs illustrate the proportion of fixed versus variable compensation for the CEO and other members of Executive Committee. These charts reflect base salary and target amounts for STI and LTI awards granted in 2013.
BARON BECKERS-
FRANS MULLER
OTHER MEMBERS OF
VIEUJANT
EXECUTIVE COMMITTEE
39%
35%
42%
61%
65%
58%
Variable Fixed
Annual Base Salary
Base salary is a key element of the compensation package. The Company determines short-term incentive awards and long-term incentive awards as percentages of base salary.
Base salary is established and adjusted as a result of an annual review process. This review process considers market practices as well as individual performance.

56 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
Annual Short-Term Incentive Award
The Company’s short-term incentive plan is designed to enhance a performance-based management culture that aims to support the Company’s strategy with clear financial and individual performance targets.
Payment of Short-Term Incentive Awards in 2013
The short-term incentive awards paid in 2013 were based on achievement of both Company and individual performance targets in 2012.
Company Performance Metrics – 50% of the 2013 payment was based on Company performance as measured by Underlying Operating Profit and other relevant metrics. The amount paid could range from 0% to 125% of the target short-term incentive amount in function of achieved performance. For performance between 90% and 110% of the target level, the payment ranged, on a linear basis, from 75% to 125% of the target short-term incentive amount. There was no payment for performance below 90% of the target level.
Individual Performance Metric – 50% of the 2013 payment was based on individual performance. This performance was directly linked to the achievement of 4 to 5 individual targets that were identified through an individual target setting process. The portion of the award tied to individual performance could be funded from 0% to 150% depending on individual performance.
Funding Threshold – In order to fund the Individual Performance Metric of the short-term incentive award the Company had to achieve at least 80% of the Company’s Underlying Operating Profit target.
However, taking into account the economic environment, the Executive Committee voluntarily recommended to the Board of Directors, who agreed, to reduce the total short-term incentive paid to the CEO to 50% of his target, and to reduce the amounts that would otherwise have been paid to other members of the Executive Committee by 20%.
Short-Term Incentive Plan for 2013 and Beyond
With respect to short-term incentive awards that will be paid to members of Executive Management in 2014 based on performance in 2013, the Board of Directors increased the minimum funding threshold noted above to 90% of its Underlying Operating Profit target, and provided that the Company must achieve this threshold in order to pay any short-term incentive award.
In March 2014, the Board approved the funding of the short-term incentive award, subject to the requirements described above.
Long-Term Incentive Awards
The long-term incentive plan is designed to retain the Executive
Management team and reward shareholder value creation. In 2013, the Delhaize Group long-term incentive plan consisted of three components:
Stock options (in Europe) and warrants (in the U.S.);
Performance stock units (in the U.S.); and
Performance cash grants.
For members of the Executive Committee (other than the CEO) who participated in the European components of the long-term Incentive plan, the 2013 grant consisted solely of stock options and performance cash, split equally to provide the total value of their respective target long-term incentive awards.
For Executive Committee members (other than the CEO) who participated in the US components of the long-term incentive plan, the 2013 grant consisted solely of performance stock units and warrants, split equally to provide the total value of their respective target long-term incentive awards.
For the CEOs the 2013 grant consisted of stock options, warrants, performance stock units and performance cash.
In 2014, the long-term incentive plan has been changed in order to:
simplify the compensation structure to create more clarity and improve the link between pay and performance, and to ensure that the plans are aligned with the Company’s strategy; and
establish a more direct link between executive compensation incentives and shareholder value creation.
The long-term incentive grants for Executive Management will consist solely of stock options (or warrants in the US) and performance stock units.
The Performance Cash Plan will be discontinued.

Stock Options / Warrants
In 2013, 203 937 stock options (pursuant to European plans) and 77 037 warrants (pursuant to US plans) were granted to the Executive Committee.
The exercise prices per share for the stock options granted on ordinary shares traded on NYSE Euronext Brussels were:
€49.85, for the grant made in May, 2013,
€43.67, for the grant made in November, 2013, and
€41.71, for the grant made in December, 2013.
The exercise prices per share for warrants related to the Company’s American Depositary Shares traded on the NYSE were:
$64.75, for the grants made in May, 2013, and
$58.40, for the grant made in November, 2013.
European Plan
Following European market practice, stock options granted in 2013 under the non-U.S. 2007 Stock Option Plan for members of Executive Management participating in the European-based plan vest at the end of an approximately three-and-a-half-year period following the grant date (“cliff vesting”).
US Plan
Following U.S. market practice, the stock options granted in 2013 under the Delhaize Group 2012 U.S. Stock Incentive Plan for executives participating in the Group’s U.S. plan vest in equal annual instalments of one third over a three-year period following the grant date.
For more details on the share-based incentive plans see Note 21.3 in the financial statements and the Remuneration Policy.
The value of the stock options/warrants determines the number of options/warrants awarded. The value is determined each year at the time of the grant using the Black-Scholes-Merton formula. The value of the stock options/warrants may vary from year to year. As a result, the total number of stock options/warrants granted can also be different from year to year. The ultimate value received by participants who become vested will depend on the performance of the Company’s stock price from the grant date.
In 2013, 300 000 options were exercised by the members of the Executive Committee and 44 904 stock options expired.
DELHAIZE GROUP ANNUAL REPORT 2013 REMUNERATION REPORT 57
Performance Stock Units
In 2013 the Company awarded performance stock units under its Del-haize America 2012 Restricted Stock Unit plan. The performance stock units are subject to cliff vesting after 3 years, Delhaize Group performance and employment by the Company at the time of vesting.
In 2013, 32 359 performance stock units were granted to the Executive Committee.
For the 2013 grant the performance requirement will be measured over a three-year performance period (2013-2015). The vesting of the award depends on performance by the Company against Board-approved financial targets for return on invested capital (“ROIC”). Upon close of the performance period and vesting, participants will receive ADRs representing shares of Delhaize Group stock. The number of ADRs received will vary from 0% to 100% of the awarded number of performance stock units in function of the achieved average ROIC over the three-year performance period compared to the target.
In March 2014, the Board of Directors decided to recommend shareholder approval at the ordinary shareholders’ meeting to be held on May 22, 2014 of a new Delhaize Group 2014 EU Performance Stock Unit Plan. Under this plan, European members of Executive Management will be awarded performance stock units that will vest three years after the grant date, subject to achievement of performance conditions. The Board of Directors decided in January 2014 that the metric for determining the amount of units vested at the end of three years for performance stock units granted under the US plan and under the new European Performance Stock Unit Plan (subject to approval by shareholders at the ordinary shareholders’ meeting) will no longer be based on ROIC but on a formula to measure Shareholder Value Creation. The Shareholder Value Creation metric will be measured over a 3-year period, based on the formula of 6 times underlying EBITDA minus net debt. As of the 2014 grant, the number of ADRs and/or ordinary shares to be received upon vesting will vary from 0% to 150% of the awarded number of performance stock units in function of the achieved performance over the three-year performance period compared to the target.

58 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
Performance Cash Grant
As of 2014, there will be no further grants under the Performance Cash Plan.
Awards made to Executive Management related to the 2010—2012 performance period were paid in 2013, and awards made to Executive Management related to the 2011-2013 performance period will be paid in 2014.
The value of the performance cash award granted for each three year performance period, referred to as the “target award,” is based on the face value of the award at the time of the grant, i.e., at the beginning of each three-year period. For example, the payments made in 2013 related to the 2010—2012 performance period were based on achievements against targets set in 2010. The amount of the cash payment at the end of the three-year performance period depends on performance by the Company against Board-approved financial targets for ROIC and compounded annual revenue growth. The relative weight for these metrics is 50% for ROIC and 50% for revenue growth.
The Board sets these targets each year based upon its growth expectations for the ensuing three-year performance period. These performance target goals included minimum threshold performance goals below which no cash payment will occur, and the maximum award levels if the performance targets are exceeded.
At the end of each three-year period, actual ROIC and revenue growth are measured against the performance targets for both metrics and the actual pay-out is calculated. Participants receive between 0% and 150% of the target cash award in function of achieved performance. 150% of the target award is paid when actual performance reaches or exceeds 120% of the performance targets for both ROIC and revenue growth.
Restricted Stock Units
Prior to 2013, U.S. members of Executive Management received restricted stock units (“RSUs”) as part of variable compensation. The RSUs vested 25% on each of the second, third, fourth and fifth anniversaries of the date of grant. There have been no RSU grants after 2012.
Other Benefits, Retirement and Post-employment Benefits Other Benefits
For members of Executive Management other benefits include the use of company-provided transportation, employee and dependent life insurance, welfare benefits, cash payments in connection with stock option grants (for members of Executive Management residing in Belgium) and an allowance for financial planning (for U.S. members of Executive Management). The Company does not extend or maintain credit, arrange for the extension of credit, or renew an extension of credit, in the form of a personal loan to or for any member of Executive Management.
Delhaize Group believes these benefits are appropriate for Executive Management’s responsibilities and believes they are consistent with the Group’s philosophy and culture and with current market practices.
Retirement and Post-Employment Benefits
The members of Executive Management benefit from pension plans, which vary regionally.
In 2013, U.S. members of Executive Management who were employed by the Company in 2012 participated in a defined benefit plan (that has been frozen) and a defined contribution plan in their respective operating companies.
The non-U.S. members of Executive Management participate in the Belgian plan, a non-contributory defined contribution plan (the new plan), which in 2010 replaced a contributory defined benefit plan (the old plan), that was in part based on the executive’s years of service with the Company.
In 2010, the members of Executive Management who participated in the old plan were offered the option to switch to the new plan or to continue in the old plan. All current Executive Management members participate in the new plan. Members of Executive Management who were participating in the old plan and switched to the new plan in 2010 for future service remain entitled to retirement benefits under the old plan for past service.
One member of Executive Management who retired in 2013, Michael Waller, was entitled to receive a supplemental retirement benefit, pursuant to a program that was discontinued in 2009. No current members of Executive Management have any similar supplemental plan benefits.
Executive Committee Share Ownership Guidelines
Delhaize Group believes that the Executive Committee should be encouraged to maintain a minimum level of share ownership in order to align the interests of the shareholders and the Executive Committee. In 2008, the Board of Directors adopted share ownership guidelines based on the recommendation of the RNC.
Under these guidelines and during their active employment, the CEO and the other members of the Executive Committee are expected to acquire and maintain ownership of Delhaize Group stock equal to a multiple of the annual base salary. These multiples were set as follows:
MULTIPLE OF ANNUAL BASE SALARY
CEO
300%
Executive Committee $ payroll
200%
Executive Committee € payroll
100%
The difference between U.S.-based and European-based Executive Committee members is due to the different market practices in these regions and the differences between the instruments available for Executive Committee members remuneration.

DELHAIZE GROUP ANNUAL REPORT 2013 REMUNERATION REPORT 59
OVERVIEW OF 2013 EXECUTIVE COMMITTEE COMPOSITION AND TOTAL COMPENSATION PAID
The following tables summarize the different compensation components for 2012 and 2013 for the CEOs individually and for the other members of the Executive Committee in the aggregate.
CEOs
Baron Beckers-Vieujant was CEO until November 7, 2013, after which he remained as an employee in an executive role until December 31, 2013. The tables below show the full compensation for both roles (through December 31, 2013).
Mr. Frans Muller entered into a management contract with the Company on October 14, 2013, and was appointed as President and CEO of Delhaize Group effective November 8, 2013.
Mr. Muller is compensated for his services according to the different components of the compensation as indicated hereunder.
Executive Committee Name 2012 2013
Current Member of Executive Committee
Frans Muller N/A Beginning Yes
November 8 Baron Beckers- Vieujant Full year Ending December 31 No
Pierre Bouchut Beginning 19 March Full year Yes Stéfan Descheemaeker Full year Ending October 31 No Michel Eeckhout Ending December 31 N/A No Ron Hodge Ending October 15 N/A No Nicolas Hollanders Full year Full year No
Kostas Macheras Full year Full year Yes Maura Smith N/A Beginning May 2 Yes Roland Smith Beginning Ending
No October 15 September 4 Michael Waller Full year Ending June 30 No
Summary of total compensation paid The table shown hereunder is based on the actual compensation payments received by members of the Executive Committee during 2012 and 2013. (in millions €)
Baron Beckers- Vieujant Frans Muller
Other members of the Executive Committee(3) 2012 2013 2012 2013 2012 2013 Base Salary(1) 0.97 0.97 N/A 0.21 3.28 2.87
Short-Term Incentive(2) 0.41 0.41 N/A N/A 1.06 0.97 LTI—Performance Cash 0.85 0.66
N/A N/A 1.41 0.65 Grants(2) (4) Other Short-Term Benefits 0.05 0.09 N/A 0.04 0.25 0.21 Retirement and 0.76 0.91 N/A 0.03 1.13 0.49 Post-Employment Benefits Total 3.04 3.04 N/A 0.28 7.13 5.19
(1) Amounts are gross before deduction of withholding taxes and social security levy.
(2) Short-term incentive amount is based on the performance of prior year, and for Bel- gian-based executives, the short-term incentive and LTI performance cash amounts include the Belgian legal holiday pay on variable compensation.
(3) In 2013, there were 7 members of the Executive Committee, and in 2012 there were 8 members, in both cases excluding the CEOs.
(4) The pay-out in 2012 is based on the 2009-2011 LTI performance cash plan, and the pay-out in 2013 in based on the 2010-2012 LTI performance cash plan.
Stock options/warrants and performance stock units granted
The following table shows the number of stock options/warrants and performance stock units granted to the CEOs and the different members
of the Executive Committee during the period 2012-2013.
2012 2013
Names Stock options Warrants Restricted stock units Performance stock units Stock options Warrants Restricted stock units Performance stock units
Frans Muller N/A 15 731 11 237 N/A 3 979
Baron Beckers-Vieujant 16 000 16 000 12 000 N/A 18 959 29 291 N/A 15 176
Pierre Bouchut 38 072 N/A 26 720 N/A
Pierre Bouchut(1) 93 063
Stéfan Descheemaecker 35 576 N/A 21 711 N/A
Michel Eeckhout 23 176 N/A N/A
Ron Hodge 25 381 5 198 N/A N/A
Nicolas Hollanders 14 238 1 466 N/A 8 689 N/A 1 855
Kostas Macheras 41 299 N/A 19 064 N/A
Maura Smith N/A 21 627 N/A 6 723
Roland Smith 300 000 40 000 N/A N/A
Michael Waller 17 995 3 685 N/A 14 882 N/A 4 626
Total 168 361 359 376 62 349 0 203 937 77 037 0 32 359
(1) On December 24th, 2013, Mr. Pierre Bouchut received a grant of 93 063 options under the non-U.S. 2007 stock option plan as a retention award. Those options will vest as of January 4, 2017.

60 DELHAIZE GROUP ANNUAL REPORT 2013 CORPORATE GOVERNANCE
New members of the Executive Committee will be allowed a period of five years to achieve the recommended share ownership levels. The RNC will monitor the compliance with these Guidelines at least 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 is compensated in accordance with the Company’s Remuneration Policy. Each member of Executive Management has an employment agreement or management contract that has been approved by the Board of Directors, with total direct compensation determined by reference to data provided by a compensation consultant for similar positions in Europe and/or the US, and taking into account each person’s experience, skills and expected contributions. Executive Management is required to abide by the Company’s policies and procedures, including the Company’s Guide for Ethical Business Conduct, and is subject to confidentiality and non-compete obligations to the extent permitted by applicable law. Executive Management is also subject to other clauses which are typically included in employment agreements or management contracts for executives.
2013 Executive Committee Changes
In 2013, Delhaize Group underwent a significant transition in its leadership which resulted in the Company reaching mutually satisfactory separation agreements with four members of the Executive Committee, and appointing two new members of the Executive Committee, as more specifically discussed below.
On May 8, 2013, the Board of Directors and the former CEO of the Group, Baron Beckers-Vieujant, announced that they reached an agreement with respect to his retirement as the CEO of the Group by the end of 2013. As a result of Baron Becker-Vieujant’s retirement, the Group recognized in 2013 termination benefits of €7.7 million, based on 18 months of total direct compensation and benefits, and a contribution to the Group’s defined contribution pension plan.
The Company also announced the retirement of Michael Waller, Executive Vice President, General Counsel and General Secretary of the Group, effective June 30, 2013. Mr. Waller, a US member of the Executive Committee, became eligible to receive certain post-employment retirement benefits provided for in his employment agreement that were previously provisioned by the Company.
On September 4, 2013, the Company announced the resignation of Roland Smith, CEO of Delhaize America. As a result, the Group recognized in 2013 termination benefits of €2.8 million, based on 18 months of total cash compensation (which includes base salary and short-term incentive bonus) and benefits.
On October 4, 2013, the Company announced the resignation of Stéfan Descheemaeker, CEO of Delhaize Europe. As a result, the Group recognized in 2013 termination benefits of €0.9 million, based on ten months of total cash compensation and benefits.
In 2013, the Group also recorded an additional aggregate amount of €4.3 million related to the acceleration or forward vesting of the foregoing executives’ previously awarded long-term incentive grants, and €1.5 million in Belgian social security contributions.
In May, 2013, the Company entered into a U.S. employment agreement and an international assignment agreement with Maura Smith, who assumed Mr. Waller’s role as Executive Vice President, General Counsel and General Secretary upon his retirement. Her contract provides for a payment equal to twelve months of total cash compensation and ben-efits in the event the Company terminates her employment agreement without cause or if terminated by Ms. Smith for good reason. The termination would also result in accelerated vesting of all of her outstanding long-term equity incentive awards.
In August 2013, following the announcement of the retirement of the Delhaize Group CEO by the end of 2013, the Company established a retention program to maintain management stability and focus on the Company’s business plans, with cash awards paid to participants, including certain members of the Executive Committee, if they are still employed on July 31, 2014. In addition, as a further retention incentive, the Company entered into an amended employment agreement with Pierre Bouchut, CFO of the Group, on October 31, 2013. The amended agreement provides him with termination benefits equal to a maximum of 18 months of total direct compensation and benefits in the event the Company terminates his employment agreement without cause or if terminated by Mr. Bouchut for good reason. The termination would also result in the forward vesting of previously awarded long-term incentive awards. He was also awarded 93 063 stock options under the terms and conditions of the Company’s European stock option plan.
In October, 2013, the Company entered into a management agreement with Frans Muller, who assumed the role of President and CEO of the Group, succeeding Baron Beckers-Vieujant. The management agreement provides for a termination indemnity of 18 months of total cash compensation and benefits in the event the Company terminates his management contract without cause or if terminated by Mr. Muller for good reason. The termination would not alter the terms related to vesting, or result in the cancelation, of his outstanding long-term equity incentive awards.
2014 Executive Committee Changes Announced
On March 13, 2014, Nicolas Hollanders, Executive Vice President HR, IT and Sustainability, and the Company entered into a mutually satisfactory separation agreement that provided Mr. Hollanders with ten months of total direct compensation and benefits, and accelerated or forward vesting of his previously awarded long-term incentive grants. Effective May 1, 2014, Marc Croonen will join the Group and be appointed to the Executive Committee, as the new Executive Vice President HR, Internal

Communications and Sustainability. His employment agreement provides for a payment equal to twelve months of total cash compensation and benefits, in the event the Company terminates his employment agreement without cause or if terminated by Mr. Croonen for good reason. The termination would also result in the forward vesting of all of his outstanding long-term equity incentive awards.
Effective April 1, 2014, Dirk Van den Berghe was appointed to the Executive Committee. Mr. Van den Berghe is the CEO of Delhaize Belgium and Luxembourg. His employment agreement does not provide for a severance payment in case of termination. His severance payment will therefore be determined pursuant to Belgian law.
For sake of completeness, Kostas Macheras continues to be a member of Executive Committee, and his Greek employment agreement provides for a payment equal to 24 months of total cash compensation in the event the Company terminates his employment without cause, in case of retirement or, if terminated by Mr. Macheras for good reason. The termination would also result in forward vesting of all of his outstanding long-term equity incentive awards. The above-mentioned Greek employment relates to the activities of Kostas Macheras as CEO of the relevant Greek subsidiary.
Overview of Director Remuneration
The Company’s directors are remunerated for their services with a fixed annual amount, decided by the Board of Directors, which is not to exceed the maximum amounts set by the Company’s shareholders. The maximum amount approved by the shareholders at the Ordinary Shareholders’ Meeting of May 26, 2011 is (i) to the directors as compensation for their positions as directors, an amount of up to €80 000 per year per director, and (ii) to the Chairman of the Board, an amount of up to €160 000 per year. The above-mentioned amounts are increased by an amount of up to €10 000 per year for each member of any standing committee of the Board (other than the chair of the committee), and increased by an amount of up to €15 000 per year for the Chairman of any standing committee of the Board. The Board proposes that the Ordinary Shareholders’ Meeting of May 22, 2014 approves the increase, as from May 22, 2014, of the amount paid per year (i) by €40,000 to the Chairman of the Board, (ii) by €5,000 to each member of the Audit & Finance Committee (other than the Chairman of the Committee), and (iii) by €10,000 to the Chairman of the Audit & Finance Committee. Non-Executive Directors do not receive any remuneration, benefits, equity-linked consideration or other incentives from the Company other than their remuneration for their service as Director of the Company. For some non-Belgian Board members, the Company pays a portion of the cost of preparing the Belgian and U.S. tax returns for such directors. Delhaize Group has not extended credit, arranged for the extension of credit or renewed an extension of credit in the form of a personal loan to or for any member of the Board. Individual director remuneration for the fiscal years 2013, 2012 and 2011 is presented in the table on this page. All amounts presented are gross amounts before deduction of withholding tax.
DELHAIZE GROUP ANNUAL REPORT 2013 REMUNERATION REPORT 61
2011 2012 2013
Count Jacobs de Hagen(1) €175 000 €69 231 €0
Mats Jansson(2) €53 901 €138 352 €170 000
Claire Babrowski €90 000 €90 000 €90 000
Shari Ballard(3) €0 €48 352 €86 071
François Cornélis(4) €32 088 €0 €0
Count de Pret Roose de €36 099 €0 €0
Calesberg(5)
Jacques de Vaucleroy(6) €85 989 €90 000 €90 000
Liz Doherty(7) €0 €0 €54 643
Hugh Farrington(8) €90 000 €93 022 €95 000
Count Goblet d’Alviella(9) €45 000 €0 €0
Jean-Pierre Hansen(10) €47 912 €86 044 €45 000
Bill McEwan(11) €47 912 €86 044 €90 000
Robert J. Murray(12) €80 000 €31 648 €0
Didier Smits €80 000 €80 000 €80 000
Jack Stahl €95 000 €95 000 €95 000
Baron Luc Vansteenkiste €90 000 €90 000 €90 000
Baron Beckers—Vieujant(13) €80 000 €80 000 €80 000
Total €1 128 901 €1 077 693 €1 065 714
Prorated: Count Jacobs de Hagen resigned from the Board of Directors effective May 24, 2012.
Prorated: Mr Jansson joined the Board of Directors effective May 26, 2011 and became Chairman effective May 24, 2012.
Prorated: Mrs Ballard joined the Board of Directors effective May 24, 2012 and joined the R&N Committee effective May 23, 2013.
Prorated: Mr Cornélis resigned from the Board of Directors effective May 26, 2011.
Prorated: Count de Pret Roose de Calesberg resigned from the Board of Directors effective May 26, 2011.
Prorated: Mr de Vaucleroy joined the R&N Committee effective May 26, 2011.
Prorated: Mrs Doherty joined the Board of Directors and the Audit Committee effective May 23, 2013.
Prorated: Mr Farrington became chairman of the R&N Committee effective May 24, 2012.
Prorated: Count Goblet d’Alviella resigned from the Board of Directors effective June 30, 2011.
Prorated: Mr Hansen joined the Board of Directors effective May 26, 2011, became member of the Audit Committee effective May 24, 2012 and resigned from the Board of Directors effective June 30, 2013.
Prorated: Mr McEwan joined the Board effective May 26, 2011 and became member of the R&N Committee effective May 26, 2012.
Prorated: Mr Murray resigned from the R&N Committee effective May 25, 2011 and from the Board of Directors effective May 24, 2012.
The amounts solely relate to the remuneration as director and exclude his compensa- tion as CEO that is separately disclosed in this Remuneration Report.
CAUTIONARY NOTE REGARDING FORWARD LOOKING STATEMENTS
Statements that are included or incorporated by reference in this Remuneration Report, 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 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. Delhaize Group disclaims any obligation to announce publicly any revision to any of the forward-looking statements contained in this Remuneration Report.

62 DELHAIZE GROUP ANNUAL REPORT 2013 RISK FACTORS
RISK FACTORS
THE FOLLOWING DISCUSSION REFLECTS BUSINESS RISKS THAT ARE EVALUATED BY OUR MANAGEMENT AND OUR BOARD OF DIRECTORS. THIS SECTION
SHOULD BE READ CAREFULLY IN RELATION TO OUR PROSPECTS AND THE FORWARD-LOOKING STATEMENTS CONTAINED IN THIS ANNUAL REPORT. ANY OF THE FOLLOWING RISKS COULD HAVE A MATERIAL ADVERSE EFFECT ON OUR FINANCIAL CONDITION, RESULTS OF OPERATIONS OR LIQUIDITY AND, COULD LEAD TO IMPAIRMENT LOSSES ON GOODWILL, INTANGIBLE ASSETS AND OTHER ASSETS. THERE MAY BE ADDITIONAL RISKS OF WHICH THE GROUP IS UNAWARE. THERE MAY ALSO BE RISKS THE GROUP NOW BELIEVES TO BE IMMATERIAL, BUT WHICH COULD EVOLVE TO HAVE A MATERIAL ADVERSE EFFECT.
Strategic Risks
Macro-economic Risk
Major macro-economic risks of Delhaize Group are reduced consumer spending, cost inflation or deflation and possible consequences of the sovereign debt crisis in Europe. 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. Weaker consumer spending can negatively impact profitability due to pressure on sales and margins. If labor cost and the cost of goods sold, which are the Group’s primary operating costs, increase above retail inflation rates, this could have an adverse effect on the Group’s profitability. In addition, rising fuel and energy prices can increase the Group’s heating, lighting, cooling and transportation costs. Where possible, cost increases are recovered through retail price adjustments and increased operating efficiencies.
Delhaize Group is particularly susceptible to macroeconomic risks in the U.S. In 2013, 61% of the Group’s revenues were generated in the U.S. (2012: 62%), where its stores are located on the East Coast. Consequently, the Group’s operations depend significantly upon the economic conditions in this area.
In Europe and in particular in Greece, Delhaize Group is exposed to the possible aftermath of the sovereign debt crisis. This will likely continue to have an adverse impact on consumer spending and may cause the company to impair assets and record lower contribution in operating results.
Expansion Risk
Delhaize Group’s ability to open new stores is dependent on purchasing or entering into leases on commercially reasonable terms, for properties that are suitable for its needs. If the Group fails to secure such properties on a timely basis, its growth may be impaired. Similarly, its business may be harmed if it is unable to renew leases on its existing stores on commercially acceptable terms.
Acquisition and Integration Risk
Delhaize Group may pursue acquisition opportunities in the food retail industry. Delhaize Group looks for the acquisition of businesses operating the same or similar store formats in geographical areas where it currently operates or in adjacent areas. By acquiring other businesses, the Group faces risks related to the integration of these businesses. These risks include, but are not limited to, incurring significantly higher than anticipated financing costs and operating expenses, failing to assimilate the operations and personnel of acquired businesses, failing to install and integrate all necessary systems and controls, the loss of customers, entering markets where we have no or limited experience, the disruption of our ongoing business and the overburdening of our management resources. Realization of the anticipated benefits of an acquisition, store renovations, market renewal or store opening may take several years or may not occur at all. The above risks may also have a negative impact on goodwill recognized in the financial statements in connection with acquisitions (see also Note 6 “Goodwill” in the Financial Statements). Acquisitions may, in general, place a significant strain on our management, operational, financial and other resources. The lack of suitable acquisition targets at acceptable prices may limit the Group’s opportunities.
Divestiture Risk
We regularly evaluate the potential disposition of assets and businesses that may no longer help us meet our objectives. When we decide to sell assets or a business, we may encounter difficulty in finding suitable buyers or developing alternative exit strategies on acceptable terms in a timely manner. We may also dispose of a business at a price or on terms that are less desirable than we had anticipated. In addition, we may experience greater dis-synergies than expected. After reaching an agreement with a buyer for the disposition of a business, we are subject to the risk of reaching satisfactory closing conditions as well as to the risk of failing to obtain necessary regulatory and governmental approvals on acceptable terms, which, if not satisfied or obtained, may prevent us from completing the transaction. Dispositions may also involve continued financial involvement in the divested business, such

as through continuing service agreements, equity ownership, guarantees, indemnities or other financial obligations. The company’s business or financial results may be negatively affected if divestitures are not successfully completed.
Risk Related to Competitive Activity
The food retail industry is competitive and characterized by narrow profit margins. Delhaize Group faces heavy competition from many store chains. The Group’s profitability could be impacted by the pricing, purchasing, financing, advertising or promotional decisions made by these competitors. To the extent Delhaize Group reduces prices or increases expenses to support sales in the face of competition, its net income and cash generated from operations could be affected.
Operational Risks
Risk Related to Events of Exceptional Nature
Delhaize Group’s operations, assets and staff can be exposed to risks related to events of an exceptional nature including, but not limited to, severe weather, natural disasters, terrorist attacks, hostage taking, political unrest, fire, power outages, information technology failures, food poisoning, health epidemics and accidents. Such events could have a significant effect on the Group’s relationships with its customers and on its financial condition, results of operations and cash flows. The Group continuously evaluates and addresses possible threats linked to external events and has taken certain measures, such as business continuity plans where appropriate. The effectiveness of the Group’s preventive measures in limiting financial losses will vary according to the nature and severity of any exceptional event, and the extent to which such losses may be recovered through the Group’s insurance coverage discussed below in “Insurance Risk.”
Risk Related to Social Actions
At the end of 2013, Delhaize Group had union representation in its operations in Belgium, the Grand-Duchy of Luxembourg, Romania, Greece and Serbia. In its U.S. operations, the Group has union representation in one of its nine distribution centers, for which a collective bargaining agreement with the union is in effect until February 2015.
Delhaize Group’s operations and results could be negatively affected by social actions initiated by trade unions or other parts of its work-force, in which event the Group cannot ensure that it would be able to adequately meet the needs of its customers on its independent store operations.
Risk Related to Information Technology Systems
Delhaize Group’s operations are dependent on IT systems for many functions and processes. These systems have been developed and are maintained and operated by internal experts or external suppliers. Failure of these systems may cause disruptions in Delhaize Group’s operations, affecting sales and profitability. Delhaize Group has a strategy in place to renew the majority of these systems by leading standard packages
DELHAIZE GROUP ANNUAL REPORT 2013 RISK FACTORS 63
and technologies. In addition, there are ongoing efforts to stabilise these “legacy” systems in order to ensure the continuity of business operations. If third parties are able to penetrate our network security or otherwise misappropriate our customers’ personal information or credit or debit card information, or if we give third parties improper access to our customers’ personal information or credit and debit card information, we could be subject to claims from our customers. This liability could, for instance, include claims related to unauthorized purchases with credit card information; identity theft or other similar fraud-related claims. Any such liability for misappropriation of this information could decrease our profitability. Our information security measures are designed to minimize exposure to security breaches, but our failure to prevent such breaches could subject us to liability, damage our reputation and diminish the value of our brand names.
Risk Related to Our Affiliated Stores and Franchisees
Approximately 20% of the stores in our sales network are affiliated or franchised in Europe. The operators of our affiliated and franchised stores operate their stores as independent third parties. Although we attempt to properly select, train and support the operators of our affiliated and franchised stores, the ultimate success and quality of any affiliated or franchised store rests with its operator. If the operators of our affiliated and franchised stores do not successfully operate in a manner consistent with our standards, our image and reputation could be harmed, which could adversely affect our business and operating results.
Risk Related to our Prices and Our Suppliers
Significant disruptions in the operations of, or in our relationships with, our vendors and suppliers could materially impact our operations by disrupting store-level product selection or costs, resulting in reduced sales. The products we sell are sourced from a wide variety of international suppliers in each of the regions where we operate. The Group has committed to achieve certain goals related to the sustainable sourcing of our products, and this sourcing may be impacted by elements outside of Delhaize Group’s control and may include political and economic instability in the countries in which suppliers are located, their financial instability and any other condition that may result in them not being able to continue to supply Delhaize Group. These factors affecting our suppliers and access to products may result in decreased product selection and increased out-of-stock conditions, as well as higher product costs, which could adversely affect our operations and financial performance.
Financial Risks
Delhaize Group has identified its principal financial risks as follows: (i) the exposure associated with the ability to continuously fund its operations, (ii) adverse interest rate and currency movements, (iii) the credit quality of its financial counterparties, (iv) fluctuations in its share price within the framework of its share-based compensation plans, and (v) the funding of its pension plans.

64 DELHAIZE GROUP ANNUAL REPORT 2013 RISK FACTORS
In order to manage its identified and quantified market risks, Delhaize Group uses derivative financial instruments such as foreign exchange forward contracts, interest rate swaps, currency swaps and other derivative instruments. These financial instruments are not used for speculative purposes.
Funding and Liquidity Risk
Funding and liquidity risk is the risk that the Group will encounter difficulty in meeting payment obligations when they come due. Del-haize Group manages this exposure by closely monitoring its liquidity resources, consisting of a combination of retained cash flows, bank facilities, long-term debt and leases, which are essential to fulfil working capital, capital expenditures and debt servicing requirements.
Delhaize Group operates an international cash-pooling structure in order to centralize cash on a daily basis wherever possible. At year-end 2013 the Group’s cash and cash equivalents amounted to €1 149 million. Delhaize Group also monitors the amount of short-term funding, the mix of short-term funding to total debt and the availability of committed credit facilities in relation to the level of outstanding short-term debt (see Note 18.2 “Short-term Borrowings” in the Financial Statements). At year-end 2013, the Group had committed and undrawn credit lines totalling €725 million. These credit lines consisted of a syndicated multicurrency credit facility of €600 million for the Company and certain of its subsidiaries including Delhaize America, LLC and €125 million of bilateral credit facilities for the European entities. In addition, the Group had €25 million of committed credit facilities for letters of credit and guarantees of which €9 million was used. At December 31, 2013, the maturities of the committed credit facilities were as follows: €25 million maturing in 2014, €75 million maturing in 2015 and €650 million maturing in 2016.
Delhaize Group pro-actively monitors the maturities of its outstanding debt in order to reduce refinancing risk. At December 31, 2013, the expected redemption values of the long-term debt through 2018 were €210 million in 2014, €1 million in 2015, €7 million in 2016, €325 million in 2017 and €400 million in 2018 after the effect of interest rate swaps and cross-currency interest rate swaps. As described in Note 18.1 “Long-term Debt” in the Financial Statements the debt maturing in 2014 has been largely refinanced and no significant principal payment of financial debt is due until 2017. Delhaize Group’s long-term issuer ratings from Standard & Poor’s and Moody’s are BBB- (stable) and Baa3 (stable) respectively. These credit ratings are supported by cross-guarantee arrangements among Delhaize Group and substantially all of Delhaize Group’s U.S. subsidiaries, whereby the entities are guaranteeing each other’s financial debt obligations. Delhaize Group leverages its investment grade credit rating to optimally refinance maturing debt.
As also described in Notes 18.1 “Long-term Debt” and 18.2 “Short-term Borrowings” in the Financial Statements, the Group is subject to certain financial and non-financial covenants related to its long- and short-term debt instruments, which contain certain accelerated repayment terms that are detailed in these Notes.
Interest Rate Risk
Interest rate risk arises on interest-bearing financial instruments and represents the risk that the fair value or the associated interest cash flows of the underlying financial instrument will fluctuate because of future changes in market interest rates.
Delhaize Group’s interest rate risk management objectives are to reduce earnings volatility, to minimize interest expense over the long term, and to protect future cash flows from the impact of material adverse movements in interest rates.
Delhaize Group reviews its interest rate risk exposure on a quarterly basis and at the inception of any new financing operation. As part of its interest rate risk management activities, the Group may enter into interest rate swap agreements (see Note 19 “Derivative Financial Instruments and Hedging” in the Financial Statements). At the end of 2013, 74.3% of the financial debt after swaps of the Group carried a fixed interest rate (2012: 75.8%; 2011: 75.1%).
The sensitivity analysis presented in the table on the page 66 estimates the impact on the net financial expenses (with all other variables held constant) and equity of a parallel shift in the interest rate curve. The shift in that curve is based on the standard deviation of daily volatilities of the “Reference Interest Rates” (Euribor 3 months and Libor 3 months) during the year, within a 95% confidence interval.
Currency Risk
Delhaize Group’s foreign currency risk management objectives are to minimize the impact of currency fluctuations on the Group’s income statement, cash flows and balance sheet, using foreign exchange contracts, including derivative financial instruments such as currency swaps and forward instruments (see Note 19 “Derivative Financial Instruments and Hedging” in the Financial Statements).
Translation exposure
The results of operations and the financial position of each of Delhaize Group’s entities outside the euro zone are accounted for in the relevant local currency and then translated into euros at the applicable foreign currency exchange rate for inclusion in the Group’s consolidated financial statements, which are presented in euros (see also Note 2.3 “Summary of Significant Accounting Policies” in the Financial Statements with respect to translation of foreign currencies).
Delhaize Group does not hedge this “translation exposure”. However, the Group aims to minimize this exposure by funding the operations of Delhaize Group’s entities in their local currency, wherever feasible. If the average U.S. dollar exchange rate had been 1 cent higher/lower and all other variables were held constant, the Group’s net profit would have increased/decreased by €1 million in 2013 (€2 million in 2012 and 2011), solely due to the translation of the financial statements denominated in U.S. dollars. The effect from the translation of the functional currency to the reporting currency of the Group does not affect the cash flows in local currencies.
In 2013, 64% of the Group’s EBITDA was generated in U.S. dollars (63% and 69% in 2012 and 2011, respectively). At December 31, 2013, 69% of

DELHAIZE GROUP ANNUAL REPORT 2013 RISK FACTORS 65
the Group’s financial debt after cross-currency swaps was denominated in U.S. dollars (65% and 71% in 2012 and 2011, respectively).
Transaction exposure
The Group’s exposure to fluctuations in foreign currency movements in its business operations is limited as operating companies’ purchases and sales are primarily denominated in their functional currency. The Group is exposed to foreign currency risks only on monetary items not denominated in the functional currency of the respective reporting entities, such as trade receivables and payables denominated in a foreign currency, financial assets classified as available for sale, derivatives, financial instruments not designated as hedge relationships and borrowings denominated in a foreign currency. If at December 31, 2013, the U.S. dollar had strengthened/weakened by 14% (estimate based on the standard deviation of daily volatilities of the Euro/U.S. dollar exchange rate during 2013 using a 95% confidence interval), the Group’s net profit (all other variables held constant) would have been €4 million higher/lower (2012 and 2011: also €4 million higher/lower with a rate shift of 17% and 22%, respectively). Due to the financing structure of the Group, such a change in the Euro/U.S. dollar exchange rate would have no impact on the equity of Delhaize Group.
Credit Risk/Counterparty Risk
Credit risk is the risk that one party to an agreement will cause a finan-cial loss to another party by failing to discharge its obligation. Credit risk covers trade receivables, cash and cash equivalents, short term deposits and derivative instruments.
In order to reduce its counterparty risk, Delhaize Group enters from time to time into netting agreements with counterparties whereby the amounts owed by the parties can and will be offset if certain conditions are met (see Note 10.2 “Offsetting of Financial Instruments” in the Financial Statements).
The credit risk on trade receivables relates mainly to the wholesale activity in Belgium. The Group covers parts of this risk by entering into credit insurance policies with external insurers. The contracts contain stop-loss clauses and maximum liability amounts that provide sufficient cover against possible annual credit losses. In connection with the cash and cash equivalents, short term deposits and derivative instruments Delhaize Group requires a minimum credit quality for its financial investments (see Notes 11 “Investments in Securities” and 14 “Receivables” in the Financial Statements for further details).
Delhaize Group requires a minimum short term rating of A1/P1 and a minimum long term rating of A2/A for its deposit and investment transactions. Delhaize Group may deviate from this requirement from time to time for operational reasons.
The Group’s exposure to changes in credit ratings of its counterparties is continuously monitored and the aggregate value of transactions concluded is spread amongst approved counterparties. Counterparty risk is always assessed with reference to the aggregate exposure to a single counterparty or group of related parties to avoid or minimize concentration risk.
Share-Based Incentive Plans Risk
The Group offers various equity-settled incentive plans (Stock Options, Warrants, Performance Stock Units and Restricted Stock Units). Delhaize Group hedges the risk arising from those plans by buying, from time to time, treasury shares and/or derivatives.
The Group’s exposure to share-based incentive plans is reviewed at least quarterly and at the inception of any new plan. For further information about share-based incentive plans, refer to Note 21.3 “Share-Based Compensation” in the Financial Statements.
Pension Plan Risk
Most operating companies of Delhaize Group have pension plans, the structures and benefits of which vary with conditions and practices in the countries concerned. Pension benefits may be provided through defined contribution plans or defined benefit plans.
A defined contribution plan is a post-employment benefit plan under which Delhaize Group and/or the associate pays fixed contributions usually to a separate entity. Under such a plan, there are no legal or constructive obligations to pay further contributions, regardless of the performance of the funds held to satisfy future benefit payments. The actual retirement benefits are determined by the value of the contributions paid and the subsequent performance of investments made with these funds. A defined benefit plan is a post-employment benefit plan which normally defines an amount of benefit that an employee will receive upon retirement, usually dependent on one or more factors such as age, years of service, compensation and/or guaranteed returns on contributions made.
Delhaize Group operates defined benefit plans at several of its entities and approximately 24% of Delhaize Group’s associates were covered by defined benefit plans at the end of 2013.
If, at the balance sheet date, the fair value of the plan assets of a defined benefit plan, are lower than the defined benefit obligations (determined based on actuarial assumptions), the Group would bear a theoretical “underfunding risk” at that moment in time. At the end of 2013, Delhaize Group recognized a net liability of €117 million (2012: €136 million; 2011: €93 million) to cover such underfunding.
Details on pension plans at Delhaize Group and its subsidiaries can be found in Note 21.1 “Pension Plans” in the Financial Statements.
Insurance Risk
The Group manages its insurable risk through a combination of external insurance coverage and self-insured retention programs. In deciding whether to purchase external insurance or use self-insured retention programs, the Group considers the frequency and severity of losses, its experience in mitigating risk through safety and other internal risk prevention programs, the cost and terms of external insurance, and whether external insurance coverage is mandatory.
External insurance is used when available at reasonable cost and terms. The amount and terms of insurance purchased are determined by an assessment of the Group’s risk exposure, by comparison to

66 DELHAIZE GROUP ANNUAL REPORT 2013 RISK FACTORS
DECEMBER 31, 2013
Currency Reference Interest Rate Shift Impact on Net Financial Impact on Equity
Expenses
Euro 0.29% Increase/Decrease by 9 basis points Decrease/Increase by €0.11 million -
U.S. dollar 0.25% Increase/Decrease by 3 basis points Decrease/Increase by €0.08 million Decrease/Increase by €0.2 million
Total Decrease/Increase by €0.19 million Decrease/Increase by €0.2 million
DECEMBER 31, 2012
Currency Reference Interest Rate Shift Impact on Net Financial Impact on Equity
Expenses
Euro 0.19% Increase/Decrease by 7 basis points Decrease/Increase by €0.09 million -
U.S. dollar 0.31% Increase/Decrease by 4 basis points Decrease/Increase by €0.17 million Decrease/Increase by €0.2 million
Total Decrease/Increase by €0.26 million Decrease/Increase by €0.2 million
DECEMBER 31, 2011
Currency Reference Interest Rate Shift Impact on Net Financial Impact on Equity
Expenses
Euro 1.36% Increase/Decrease by 29 basis points Increase/Decrease by €0.1 million -
U.S. dollar 0.58% Increase/Decrease by 11 basis points Decrease/Increase by €0.5 million Decrease/Increase by €0.6 million
Total Decrease/Increase by €0.4 million Decrease/Increase by €0.6 million
industry standards and by assessment of financial capacity in the insurance markets.
The main risks covered by Delhaize Group’s insurance programs are property, liability and health-care. The U.S. operations of Delhaize Group use self-insured retention programs for workers’ compensation, general liability, automotive accident, pharmacy claims, and healthcare (including medical, pharmacy, dental and short-term disability). Delhaize Group also uses captive insurance programs to provide flexibility and optimize costs. In the event of a substantial loss there is a risk that external insurance coverage may not be sufficient to cover the loss. It is possible that the financial condition of an external insurer may deteriorate over time in which case the insurer may be unable to meet the obligation to pay a loss. It is possible that due to changes in financial or insurance markets that Delhaize Group will be unable to continue to purchase certain insurance coverage on commercially reasonable terms.
Reserves for self-insured retentions are based upon actuarial estimates of claims reported and claims incurred but not reported. Delhaize Group believes these estimates are reasonable, however these estimates are subject to a high degree of variability and uncertainty caused by such factors as future interest and inflation rates, future economic conditions, litigation and claims settlement trends, legislative and regulatory changes, changes in benefit levels and the frequency and severity of incurred but not reported claims. It is possible that the final resolution of some claims may require Delhaize Group to make significant expenditures in excess of existing reserves.
Self-insurance provisions of €133 million are included as a liability on the balance sheet as of December 31, 2013. More information on
self-insurance can be found in Note 20.2 “Self Insurance Provisions” and related investments held to cover the self-insurance exposure are included in Note 11 “Investments in Securities” to the Financial Statements.
If external insurance is not sufficient to cover losses or is not collectable, or if self-insurance expenditures exceed existing reserves, the Group’s financial condition and results of operation may be adversely affected.
Compliance and Regulatory Risks
Litigation Risk
From time to time, Delhaize Group is involved in legal actions, including matters involving personnel and employment issues, personal injury, antitrust claims, product liability claims, environment liability claims and other proceedings arising in the ordinary course of business. The Group regularly reviews its exposure to the claims and litigation arising in the normal course of operations. It recognizes a provision when it has a present obligation as a result of a past event, it is probable that an out-flow of economic resources will be required to settle the obligation, and the amount of obligation can be reliably estimated. As of December 31, 2013 the Group believes that it has made adequate provisions for such exposures. Any litigation, however, involves risk and unexpected outcomes could result in an adverse effect on the Group’s financial statements. More information on pending litigation can be found in Note 34 “Contingencies” in the Financial Statements.
Regulatory Risk
Delhaize Group is subject to federal, 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 and safety, environmental protection, community right-to-know, information security and data protection, alcoholic beverage and tobacco sales and pharmaceutical sales. A number of jurisdictions regulate the licensing of supermarkets, including retail alcoholic beverage licenses. In certain jurisdictions, Delhaize Group is prohibited from selling alcoholic beverages in its stores. Employers are also subject to laws governing their relationship with associates, including minimum wage requirements, overtime, working conditions, disabled access and work permit requirements. Compliance with, or changes in, these laws could reduce the revenues and profitability of the Group’s stores and could affect its business, financial condition or results of operations. The Group is subject to a variety of antitrust and similar legislation in the countries in which it operates. In a number of geographies, the Group has a large number of stores which may make future significant acquisitions more difficult. In addition, Delhaize Group is subject to legislation in many of the jurisdictions in which it operates relating to unfair competitive practices and similar behaviour. Delhaize Group has been subject to and may in the future be subject to allegations of, or further regulatory investigations or proceedings into, such practices. Such allegations, investigations or proceedings (irrespective of merit), may require the Group to devote significant management resources to defending itself against such allegations. In the event that such allegations are proven, Delhaize Group may be subject to significant fines, damages, awards and other expenses, and its reputation may be harmed. For information on pending antitrust matters, see Note 34 “Contingencies” in the Financial Statements.
Delhaize Group actively strives to ensure compliance with all laws and regulations to which it is subject. The Guide for Ethical Business Conduct that replaced the former Code of Conduct was implemented in 2010 and policies have been adopted to further support its compliance program. In addition anti-fraud and other appropriate training has been implemented within the Group.
Product Liability Risk
The packaging, marketing, distribution and sale of food products entail an inherent risk of exposure to claims for product liability, and product recall. Such products may contain contaminants that may be inadvertently distributed by Delhaize Group. These contaminants may, in certain cases, result in illness, injury or death. As a consequence, Delhaize Group has an exposure to product liability claims. The Group purchases insurance to cover such risk. However, if a product liability claim is successful, the Group’s insurance may not be adequate to cover all liabilities it may incur, and it may not be able to continue to maintain such insurance or obtain comparable insurance at a reasonable cost. In addition, even if a product liability claim is not successful or is not fully pursued, the negative publicity surrounding any assertion that the Group’s products caused illness or injury could affect the Group’s reputation and its business and financial condition and results of operations. Delhaize Group is committed to providing its customers with safe food products. The Group has food safety guidelines and policies in place in each country where it operates, and they are vigorously followed.
DELHAIZE GROUP ANNUAL REPORT 2013 RISK FACTORS 67
Risk of Environmental Liability
Delhaize Group is subject to laws and regulations that govern activities that may have adverse environmental effects. Delhaize Group may be responsible for the remediation of such environmental conditions and may be subject to associated liabilities relating to its stores and the land on which its stores, warehouses and offices are located, regardless of whether the Group leases, subleases or owns the stores, warehouses or land in question and regardless of whether such environmental conditions were created by the Group or by a prior owner or tenant. The Group has put in place control procedures at its operating companies to identify, prioritize and resolve adverse environmental conditions.
Risk Related to Internal Controls
Undetected control weaknesses or controls that function ineffectively may result in loss and if material, a financial misstatement. Delhaize Group routinely assesses the quality and effectiveness of its internal controls. Internal control over financial reporting may not prevent or detect fraud, the circumvention of overriding controls or human error. Therefore, even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements. If the Group fails to maintain the adequacy of its internal controls, including any failure to implement required new or improved controls, or if it experiences difficulties in the implementation of internal controls, the Group’s business and operating results could be harmed, and it could fail to meet its reporting obligations.
As a company filing financial reports under U.S. law, Delhaize Group is required to meet the requirements of Section 404 of the Sarbanes-Oxley Act of 2002, which requires management and the Statutory Auditor to report on their assessment of the effectiveness of the Group’s internal control over financial reporting.
The Group’s 2012 annual report filed on Form 20-F includes management’s conclusion that the Group’s internal control over financial reporting is effective as of December 31, 2012. In the same Form 20-F, the Statutory Auditor concluded that the Group maintained, in all material respects, effective control over financial reporting as of December 31, 2012.
Tax Audit Risk
Delhaize Group is regularly audited in the various jurisdictions in which it does business, which it considers to be part of its ongoing business activity. While the ultimate outcome of these audits is not certain, Delhaize Group has considered the merits of its filing positions in its overall evaluation of potential tax liabilities and believes it has adequate liabilities recorded in its consolidated financial statements for potential exposures. Unexpected outcomes as a result of these audits could adversely affect Delhaize Group’s financial statements. For more information on tax audits in jurisdictions where we conduct business, see Note 34 “Contingencies” in the Financial Statements.

FINANCIAL
STATEMENTS

Consolidated Balance Sheet
Consolidated Income Statement
Consolidated Statement of Comprehensive Income
Consolidated Statement of Changes in Equity
Consolidated Statement of Cash Flows
Notes to the Consolidated Financial Statements
1. General Information
2. Significant Accounting Policies
3. Segment Information
4. Business Combinations and Acquisition of Non-controlling Interests
5. Divestitures, Disposal Group / Assets Held for Sale and Discontinued Operations
6. Goodwill
7. Intangible Assets
8. Property, Plant and Equipment
9. Investment Property

10. Categorization and Offsetting of Financial Instruments

11. Investments in Securities

12. Other Financial Assets

13. Inventories

14. Receivables

15. Cash and Cash Equivalents

16. Equity

17. Dividends

18. Financial Liabilities

19. Derivative Financial Instruments and Hedging

20. Provisions

21. Employee Benefits

22. Income Taxes

23. Accrued Expenses

24. Expenses from Continuing Operations by Nature

25. Cost of Sales

26. Employee Benefit Expenses

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 Transactions

33. Commitments

34. Contingencies and Financial Guarantees

35. Subsequent Events

36. List of Consolidated Companies and Joint Ventures

Supplementary Information
Historical Financial Overview
Certification of Responsible Persons
Report of the Statutory Auditor
Summary Statutory Accounts of Delhaize Group SA/NV

70 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Consolidated Balance Sheet
Assets
(in millions of €) Note 2013 2012(1) 2011(1)
Goodwill 6 2 959 3 189 3 414
Intangible assets 7 732 848 878
Property, plant and equipment 8 3 973 4 314 4 535
Investment property 9 100 116 83
Investments accounted for using the equity method 36 24 28 26
Investment in securities 11 8 11 13
Other financial assets 12 21 19 18
Deferred tax assets 22 71 89 97
Derivative instruments 10.2, 19 1 61 57
Other non-current assets 41 50 46
Total non-current assets 7 930 8 725 9 167
Inventories 13 1 353 1 391 1 709
Receivables 14 618 632 695
Income tax receivables 4 21 10
Investment in securities 11 126 93 93
Other financial assets 12 25 — 22
Derivative instruments 10.2, 19 40 — 1
Prepaid expenses 72 76 54
Other current assets 29 41 50
Cash and cash equivalents 15 1 149 920 419

3 416 3 174 3 053

Assets classified as held for sale 5.2 250 18 56
Total current assets 3 666 3 192 3 109
Total assets 11 596 11 917 12 276
(1) Comparative information has been restated to reflect the initial application of the amendments to IAS 19 and of IFRS 11. See Note 2.2 for further details.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 71
Liabilities and Equity
(in millions of €) Note 2013 2012(1) 2011(1)
Share capital 16 51 51 51
Share premium 16 2 814 2 791 2 785
Treasury shares 16 (66) (59) (65)
Retained earnings 16 3 677 3 640 3 723
Other reserves 16 (55) (59) (45)
Cumulative translation adjustments 16 (1 351) (1 178) (1 038)
Shareholders’ equity 5 070 5 186 5 411
Non-controlling interests 16 6 2 5
Total equity 5 076 5 188 5 416
Long-term debt 18.1 2 011 2 313 2 325
Obligations under finance leases 18.3 496 612 689
Deferred tax liabilities 22 444 568 623
Derivative instruments 10.2, 19 8 10 20
Provisions 20, 21 355 375 292
Other non-current liabilities 64 70 98
Total non-current liabilities 3 378 3 948 4 047
Short-term borrowings 18.2 — — 60
Long-term debt—current portion 18.1 228 156 88
Obligations under finance leases 18.3 59 62 61
Derivative instruments 10.2, 19 3 4 —
Provisions 20, 21 90 88 76
Bank overdrafts 4 — —
Income taxes payable 44 19 57
Accounts payable 1 993 1 869 1 833
Accrued expenses 23 524 435 440
Other current liabilities 139 144 198

3 084 2 777 2 813

Liabilities associated with assets held for sale 5.2 58 4 —
Total current liabilities 3 142 2 781 2 813
Total liabilities 6 520 6 729 6 860
Total liabilities and equity 11 596 11 917 12 276
(1) Comparative information has been restated to reflect the initial application of the amendments to IAS 19 and of IFRS 11. See Note 2.2 for further details.

72 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Consolidated Income Statement
(in millions of €) Note 2013 2012(1) 2011(1)
Revenues 21 108 20 991 19 519
Cost of sales 24, 25 (16 004) (15 891) (14 586)
Gross profit 5 104 5 100 4 933
Gross margin 24.2% 24.3% 25.3%
Other operating income 27 129 116 112
Selling, general and administrative expenses 24 (4 476) (4 425) (4 098)
Other operating expenses 28 (270) (376) (172)
Operating profit 487 415 775
Operating margin 2.3% 2.0% 4.0%
Finance costs 29.1 (197) (246) (192)
Income from investments 29.2 9 16 23
Share of results of joint venture equity accounted 36 4 4 4
Profit before taxes and discontinued operations 303 189 610
Income tax expense 22 (77) (29) (145)
Net profit from continuing operations 226 160 465
Result from discontinued operations (net of tax) 5.3 (43) (58) 7
Net profit 183 102 472
Net profit (loss) attributable to non-controlling interests 4 (2) —
Net profit attributable to equity holders of the Group (Group share in net profit) 179 104 472
(in €)
Earnings per share 31
Basic
Net profit from continuing operations 2.20 1.61 4.62
Group share in net profit 1.77 1.03 4.69
Diluted
Net profit from continuing operations 2.19 1.60 4.59
Group share in net profit 1.76 1.03 4.65
(in thousands)
Weighted average number of shares outstanding
Basic 101 029 100 777 100 684
Diluted 101 570 101 134 101 426
(1) Comparative information has been restated to reflect (i) the reclassification of the banners Sweetbay, Harveys and Reid’s and our Montenegrin operations to
discontinued operations given their (planned) divestiture and (ii) the initial application of the amendments to IAS 19 and of IFRS 11. See Note 2.2 for further details.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 73
Consolidated Statement of Comprehensive Income
(in millions of €) Note 2013 2012(1) 2011(1)
Net profit 183 102 472
Remeasurement of defined benefit liability (asset) 11 (16) (15)
Tax (expense) benefit (4) 4 6
Remeasurement of defined benefit liability (asset), net of tax 16, 21 7 (12) (9)
Total items that will not be reclassified to profit or loss 7 (12) (9)
Deferred gain (loss) on discontinued cash flow hedge — — —
Reclassification adjustment to net profit 1 — —
Tax (expense) benefit (1) — —
Deferred gain (loss) on discontinued cash flow hedge, net of tax 16, 19 — — —
Gain (loss) on cash flow hedge — 2 —
Reclassification adjustment to net profit — 4 (5)
Tax (expense) benefit — (2) 2
Gain (loss) on cash flow hedge, net of tax 16, 19 — 4 (3)
Unrealized gain (loss) on financial assets available for sale (6) (1) 6
Reclassification adjustment to net profit — (6) (4)
Tax (expense) benefit 1 1 —
Unrealized gain (loss) on financial assets available for sale, net of tax 16 (5) (6) 2
Exchange gain (loss) on translation of foreign operations (170) (141) 54
Reclassification adjustment to net profit (1) — —
Exchange gain (loss) on translation of foreign operations 16 (171) (141) 54
Total items that are or may be reclassified subsequently to profit or loss (176) (143) 53
Other comprehensive income (169) (155) 44
Attributable to non-controlling interests — (1) (1)
Attributable to equity holders of the Group (169) (154) 45
Total comprehensive income for the year 14 (53) 516
Attributable to non-controlling interests 16 4 (3) (1)
Attributable to equity holders of the Group 10 (50) 517
(1) Comparative information has been restated to reflect the initial application of the amendments to IAS 19 and of IFRS 11. See Note 2.2 for further details.

74 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Consolidated Statement of Changes in Equity
(in millions of €, except number of shares)
Attributable to Equity Holders of the Group
Issued Capital Treasury Shares Other Reserves
Number of Shares Amount Premium Share Shares Amount Number of Earnings Reserve Reserve Retained Reserve Discontinued Cash Flow Hedge Reserve Cash Flow Hedge Adjustment Available for sale Equity Remeas. of Defined Benefit Liability Interests Cumulative Translation Equity Share- holders’ Non- controlling Total
Balances at Jan. 1, 2011(1) 101 555 281 51 2 778 988 860 (59) 3 424 (9) (1) 4 (28) (1 094) 5 066 1 5 067
Other comprehensive — — — — — — — (3) 2 (10) 56 45 (1) 44
income
Net profit — — — — — 472 — — — — — 472 — 472
Total comprehensive — — — — — 472 — (3) 2 (10) 56 517 (1) 516
income for the period
Capital increases 336 909 — 13 — — — — — — — — 13 — 13
Call option on own equity — — (6) — — — — — — — — (6) — (6)
instruments
Treasury shares purchased — — — 408 138 (20) — — — — — — (20) — (20)
Treasury shares sold upon
exercise of employee — — (10) (213 050) 14 — — — — — — 4 — 4
stock options
Excess tax benefit
(deficiency) on employee — — 1 — — — — — — — — 1 — 1
stock options and
restricted stock units
Tax payment for restricted — — (4) — — — — — — — — (4) — (4)
stock units vested
Share-based compensation — — 13 — — — — — — — — 13 — 13
expense
Dividend declared — — — — — (174) — — — — — (174) — (174)
Non-controlling interests
resulting from business — — — — — — — — — — — — 15 15
combinations
Purchase of non-controlling — — — — — 1 — — — — — 1 (10) (9)
interests
Balances at Dec. 31, 2011(1) 101 892 190 51 2 785 1 183 948 (65) 3 723 (9) (4) 6 (38) (1 038) 5 411 5 5 416
Other comprehensive — — — — — — — 4 (6) (12) (140) (154) (1) (155)
income
Net profit — — — — — 104 — — — — — 104 (2) 102
Total comprehensive — — — — — 104 — 4 (6) (12) (140) (50) (3) (53)
income for the period

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 75
(in millions of €, except number of shares)
Attributable to Equity Holders of the Group
Issued Capital Treasury Shares Other Reserves
Number of Shares Amount Premium Share Shares Amount Number of Earnings Reserve Reserve Retained Reserve Discontinued Cash Flow Hedge Reserve Cash Flow Hedge Adjustment Available for sale Equity Remeas. of Defined Benefit Liability Interests Cumulative Translation Equity Share- holders’ Non- controlling Total
Capital increases 29 308 — 1 — — — — — — — — 1 — 1
Treasury shares sold upon
exercise of employee — — (6) (139 813) 6 — — — — — — — — —
stock options
Tax payment for restricted — — (2) — — — — — — — — (2) — (2)
stock units vested
Share-based compensation — — 13 — — — — — — — — 13 — 13
expense
Dividend declared — — — — — (177) — — — — — (177) — (177)
Purchase of non-controlling — — — — — (10) — — — — — (10) — (10)
interests
Balances at Dec. 31, 2012(1) 101 921 498 51 2 791 1 044 135 (59) 3 640 (9) — — (50) (1 178) 5 186 2 5 188
Other comprehensive — — — — — — 1 — (5) 8 (173) (169) — (169)
income
Net profit — — — — — 179 — — — — — 179 4 183
Total comprehensive — — — — — 179 1 — (5) 8 (173) 10 4 14
income for the period
Capital increases 528 072 — 16 — — — — — — — — 16 — 16
Treasury shares purchased — — — 328 924 (15) — — — — — — (15) — (15)
Treasury shares sold upon
exercise of employee — — (7) (172 116) 8 — — — — — — 1 — 1
stock options
Excess tax benefit
(deficiency) on employee — — 3 — — — — — — — — 3 — 3
stock options and
restricted stock units
Tax payment for restricted — — (5) — — — — — — — — (5) — (5)
stock units vested
Share-based compensation — — 16 — — — — — — — — 16 — 16
expense
Dividend declared — — — — — (142) — — — — — (142) — (142)
Balances at Dec. 31, 2013 102 449 570 51 2 814 1 200 943 (66) 3 677 (8) — (5) (42) (1 351) 5 070 6 5 076
(1) Comparative information has been restated to reflect the initial application of the amendments to IAS 19 and of IFRS 11. See Note 2.2 for further details.

76 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Consolidated Statement of Cash Flows
(in millions of €) Note 2013 2012(1) 2011(1)
Operating activities
Net profit attributable to equity holders of the Group (Group share in net profit) 179 104 472
Net profit attributable to non-controlling interests 4 (2) —
Adjustments for:
Share of results of joint venture equity accounted (4) (4) (4)
Depreciation and amortization 599 648 584
Impairment losses 28 231 288 135
Allowance for losses on accounts receivable 14 15 3 11
Share-based compensation 21.3 16 13 13
Income taxes 22 60 20 153
Finance costs 211 259 205
Income from investments (10) (16) (23)
Other non-cash items (8) (16) 7
Changes in operating assets and liabilities:
Inventories (75) 293 (146)
Receivables (1) 74 (9)
Prepaid expenses and other assets (12) (30) (14)
Accounts payable 163 51 (26)
Accrued expenses and other liabilities 114 2 (5)
Provisions (3) 40 8
Interest paid (198) (229) (196)
Interest received 12 9 11
Income taxes paid (108) (105) (76)
Net cash provided by operating activities 1 185 1 402 1 100
Investing activities
Business acquisitions, net of cash and cash equivalents acquired 4.1 13 (12) (591)
Business disposals, net of cash and cash equivalents disposed 5.1 15 3 —
Purchase of tangible assets (capital expenditures) 8, 9 (486) (589) (667)
Purchase of intangible assets (capital expenditures) 7 (79) (92) (87)
Sale of tangible and intangible assets 33 39 11
Sale and maturity of (investment in) debt securities, net (43) (1) 72
Sale and maturity of (investment in) term deposits, net (13) — —
Sale and maturity (purchase) of other financial assets (12) 22 7
Settlement of derivatives instruments — — (2)
Net cash used in investing activities (572) (630) (1 257)
Cash flow before financing activities 613 772 (157)
Financing activities
Proceeds from the exercise of share warrants and stock options 16 12 (1) 13
Purchase of call option on own equity instruments 16 — — (6)
Purchase of treasury shares 16 (15) — (20)
Purchase of non-controlling interests 4.2 — (23) (10)
Dividends paid 17 (142) (180) (173)
Escrow maturities — — 2
Borrowing under long-term loans, net of financing costs 7 621 408
Repayment of long-term loans 18.1 (168) (564) (224)
Repayment of lease obligations 18.3 (52) (54) (53)
Borrowings (repayments) of short-term loans, net — (60) (85)
Settlement of derivative instruments (1) (1) 2
Net cash used in financing activities (359) (262) (146)
Effect of foreign currency translation (28) (8) (22)
Net increase (decrease) in cash and cash equivalents 226 502 (325)
Cash and cash equivalents at beginning of period 15 921(2) 419 744
Cash and cash equivalents at end of period 15 1 147(3) 921(2) 419
(1) Comparative information has been restated to reflect the initial application of the amendments to IAS 19 and of IFRS 11. See Note 2.2 for further details.

(2) Includes €1 million in assets classified as held for sale.

(3) Includes €2 million in assets classified as held for sale, net of €4 million of bank overdrafts.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Notes to the Consolidated Financial Statements
1. General Information
The principal activity of Delhaize Group (also referred to, with its consolidated entities, except where the context otherwise requires, affiliated and as “we”, franchised “us”, “our”, stores. “the Affiliated Group” stores and “the are Company”) stores with is a the Delhaize operation Group of food banner supermarkets that are operated through by company-operated, independent third parties proximity, to whom cash and we carry sell our and products specialty at stores. wholesale The Company prices. The is Group’s present in store nine network countries also on includes three continents. other store formats such as The Company is a limited liability company incorporated and domiciled in Belgium, with its shares listed on NYSE Euronext
Brussels and on the New York Stock Exchange (“NYSE”), under the symbols “DELB” and “DEG”, respectively.
The under consolidated the responsibility financial of the statements Board of for Directors the year and ended authorized December for 31, issue 2013, by the as Board presented of Directors in this annual on March report, 12, were 2014, prepared subject to held approval on May of 22, the 2014. statutory In compliance non-consolidated with Belgian financial law, statements the consolidated by the financial shareholders statements at the will Ordinary be presented General for Meeting information to be amendment purposes to the except shareholders conforming of Delhaize changes Group to reflect at the decisions, same meeting. if any, of The the consolidated shareholders financial with respect statements to the are statutory not subject non to—consolidated financial statements affecting the consolidated financial statements.
2. Significant Accounting Policies
2.1 Basis of Preparation
The 31, 2013 consolidated except for financial the U.S. statements subsidiaries comprise for which the the financial fiscal year statements ends the of Saturday Delhaize closest Group and to December its subsidiaries 31. Consequently, as of December the consolidated 52 weeks ended results December of Delhaize 28, 2013, Group December for 2013, 29, 2012 2012 and and 2011 December include the 31, results 2011, respectively. of operations of its U.S. subsidiaries for the (IFRS) Delhaize as Group’s issued consolidated by the International financial statements Accounting are Standards prepared Board in accordance (IASB), and with as International adopted by Financial the European Reporting Union Standard (EU)s. paragraphs Currently, the of IAS only 39 difference Financial between Instruments: the effective Recognition IFRS and as Measurement, issued by the IASB which and are not as adopted mandatorily by the applicable EU relates in the to EU certain (so- called the effective “carve-out”) IFRS .as Delhaize issued by Group the IASB is not and affected adopted by by the the carve-out EU. We and further therefore refer to for the the disclosures Group there made is no in connection difference between with the
“Initial Application of New, Revised or Amended IASB Pronouncements” in Note 2.2 and “Standards and Interpretations Issued but not yet Effective” in Note 2.5.
The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates. It also higher requires degree management of judgment to exercise or complexity, its judgment or areas in the where process assumptions of applying and the estimates Group’s are accounting significant policies. to the The consolidated areas involving financial a statements are disclosed in Note 2.4.
These available financial for sale statements financial assets have been and financial prepared liabilities under the being historical part of cost a designated convention fair except value for hedge derivative relationship financial that instruments, have been been measured measured at fair at value, the lower as disclosed of carrying in amount the corresponding and fair value notes. less costs Assets to and sell. disposal groups classified as held for sale have market Fair value participants, is the price at the that measurement would be received date, in to the sell principal an asset (or or in paid the to absence transfer thereof a liability most in advantageous) an orderly transaction market. between The fair liability, value of assuming an asset that or a market liability participants is measured act using in their the economic assumptions best that interest. market participants would use when pricing the asset or by A fair using value the measurement asset in its highest of a non-financial and best use asset or by takes selling into it to account another a market market participant’s participant that ability would to generate use the asset economic in its benefits highest and best use. available The Group to measure uses valuation fair value, techniques maximizing that the are use appropriate of relevant for observable the relevant inputs circumstances and minimizing and the for use which of unobservable sufficient data inputs. are value All assets hierarchy, and liabilities described for as which follows, fair value based is on measured the lowest or disclosed level input in that the is financial significant statements to their are fair categorized value measurement within the as fair a whole:

78 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Level 1 – Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
indirectly Level 2 – observable; Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or unobservable. Level 3 – Valuation techniques for which the lowest level input that is significant to the fair value measurement is For transfers assets have and occurred liabilities between that are levels recognized in the in hierarchy the financial by re-assessing statements categorization on a recurring (based basis, on the the Group lowest determines level input whether that is significant to the fair value measurement as a whole) at the end of each reporting period.
The Group has established detailed procedures in connection with acquisition or disposal of non-financial assets and related valuations. valuation requiring Above a Group certain CEO threshold, and in the certain valuation cases process Board is centrally of Directors led by approval. the Group’s In this internal process, valuation external teams, experts with the can final be appointed techniques to based support on the the valuation, income approach which is (e. decided g.: discounted on a case-by-case cash-flow) basis. and uses The other Group techniques, gives prominence like market to using approach, valuation as supporting or benchmarking tool.
2.2 Initial Application of New, Revised or Amended IASB Pronouncements
or The revised accounting IASB pronouncements policies adopted are that consistent have been with adopted those as of of the January previous 1, 2013: financial year except for the following new, amended
Amendments to IAS 1 Presentation of Other Comprehensive Income;
Amendments to IAS 19 Employee Benefits;
Amendments to IFRS 7 Disclosures – Offsetting Financial Assets and Financial Liabilities; Improvements to IFRS 2009-2011 Cycle;
IFRS 10 Consolidated Financial Statements and amendments to IAS 27 Separate Financial Statements; IFRS 11 Joint Arrangements and amendments to IAS 28 Investments in Associates and Joint Ventures; IFRS 12 Disclosures of Interests in Other Entities; IFRS 13 Fair Value Measurements; and Amendments to IAS 36 Recoverable Amount Disclosure of Non-Financial Asset. statements Where the adoption or performance of a new, of the amended Group, or its revised impact is pronouncement described below. has a significant impact on the presentation of the financial
Amendments to IAS 1 Presentation of Other Comprehensive Income whether The amendment or not they requires may be entities recycled to separate to profit items or loss presented in the future. in “Other The amendments Comprehensive affect Income” presentation (OCI) into only two and groups, have no based impact on on the Group’s financial position or performance. Comparative information has been restated.
The Amendments Group applied to IAS the 19 revised Employee IAS 19 Benefits retrospectively in the current period and has restated comparative information presented correspondingly. For the Group the most significant impact of these revisions on plan relate assets to (a) the immediate recognition of all past service calculated costs, by applying (b) the replacement the discount rate of interest to the net cost defined and expected benefit liability return or asset, and (c) with including a “net the interest” impact amount of taxes that in the is measurement been included of in Notes the defined 21.1 and benefit 21.2. obligation. In line with Furthermore, the transitory the requirements, disclosures no requirements comparative were information significantly has been revised provided and have for the sensitivity disclosure.
The amendments have (a) increased the net defined benefit liability as of December 31, 2012 and 2011 and January 1, 2011 by
€7 million, €4 million and €2 million, respectively, (b) increased the 2012 and 2011 defined benefit cost by €3 million, and (c) had financial resulted in statements a remeasurement was immaterial. gain (decrease of the total remeasurement losses) of €2 million in 2011. The impact on the 2013 Amendments These amendments to IFRS require 7 Disclosures an entity – to Offsetting disclose information Financial Assets about rights and Financial of offset Liabilities and related arrangements (e.g., collateral agreements) The disclosures . The also new apply disclosures to recognized are required financial for instruments all recognized that financial are subject instruments to an enforceable that are offset master in netting accordance arrangement with IFRS. or similar agreement but are not offset in accordance with IFRS. The Group has expanded its disclosure correspondingly (see Note
10.2). The amendments affect disclosure only and have no impact on the Group’s financial position or performance.
IFRS 11 Joint Arrangements and amendments to IAS 28 Investments Lion Super in Indo Associates and Joint Ventures controlled In accordance entity with and IAS the Group’s 31, the share Group’s of the investment assets, liabilities, in P.T. revenue, incomeLLC and (“Super expenses Indo”) was proportionally was classified consolidated as a jointly in the consolidated financial statements of the Group. Under IFRS 11, Delhaize Group determined its investment in Super Indo

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 79
classifies comparative as periods a joint venture and the and impact is required of the restatement to account is for presented it using hereunder: the so-called “equity method”. The Group has restated the
December 31,
(in millions of €) 2013 2012 2011
Decrease of:
Non-current assets 17 19 17
Current assets 29 27 26
Non-current liabilities 1 1 1
Current liabilities 21 17 16
Net impact – presented as “Investments accounted for using the equity method” 24 28 26
The restatement did not result in any impact on net equity.
Impact on the income statement and other comprehensive income: proportionally Applying IFRS 11 resulted in a decrease of revenues of €141 million and €119 million for 2012 and 2011, respectively. The has been included consolidated in the consolidated net income of income Super statement Indo of €4 -million below (both operating for 2012 profit and—2011) has been condensed to one line and as “Share of results of joint venture equity accounted”. If Super Indo had been accounted for using the proportional consolidation method in 2013, the revenue would have been higher by €146 million. The transition did neither impact OCI nor the Group’s basic or diluted EPS.
Impact on the statement of cash flow:
The investing transition activities has decreased have decreased the net cash provided by operating activities by €6 million for 2012 and 2011 while net cash used in impact on the net cash used in financing by €7 activities. million and €8 million in 2012 and 2011, respectively. The restatement did not have an
If Super Indo had been accounted for using the proportional consolidation method in 2013, the net cash provided by operating activities would have been higher by €10 million and net cash used in investing activities would have been higher by €6 million.
IFRS IFRS 13 13 Fair establishes Value Measurements a single source of guidance under IFRS for all fair value measurements. Further, IFRS 13 introduced consistent measurement disclosure or disclosure requirements purposes. in connection with assets and liabilities whose fair values were determined, either for In prospectively accordance and with has the not transition provided provisions any comparative of IFRS information 13, the Group for new has disclosure applied requirements. the new fair value The change measurement had no significant guidance impact on the measurements of the Group’s assets and liabilities.
Amendments In June 2013, to the IAS IASB 36 Recoverable issued an amendment Amount Disclosure to IAS 36, of with Non-Financial an effective Asset date for these amendments for annual periods beginning on or after January 1, 2014 and early adoption permitted.
These Group amendments has early adopted remove these the unintended amendments consequential to IAS 36 in amendments the current of period, IFRS since 13 on these the disclosures amended required disclosures by IAS provide 36. The the information as intended by the IASB.
2.3 Summary of Significant Accounting Policies
The These principal policies accounting have been consistently policies applied applied in the for all preparation financial years of these presented consolidated except as financial explained statements in Note 2.2. are described below. In presented the event as of discontinued the presentation operations of discontinued during the operations, period had the been comparative discontinued income from the statement start of is the re-presented comparative as period if the (see operation Note 5.3).
Principles of Consolidation
The similar consolidated circumstances. financial Subsidiaries statements are are fully prepared consolidated, using while uniform investments accounting in policies joint ventures for like are transactions accounted and for using other the events equity in the method. Group Accounting policies. policies of subsidiaries and joint ventures have been adjusted, where necessary, to ensure consistency with ? The Investments Group controls in subsidiaries: an entity Subsidiaries when the Group are all is exposed entities—to, including or has structured rights to, variable entities returns—over which from its the involvement Group has with control. the date entity of and acquisition, has the ability being to the affect date those on which returns the through Group its obtains power control, over the and entity. continue Subsidiaries to be consolidated are fully consolidated until the date from such the

80 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
control between ceases. members All of intra-group the Group are assets eliminated and liabilities, in full. equity, income, expenses and cash flows relating to transactions separately Non-controlling in the interests consolidated represent income the portion statement of profit and or within loss equity and net in assets the consolidated that is not held balance by the sheet, Group separately and are presented from the parent shareholders’ equity. shareholders Transactions with and therefore non-controlling have no interests impact that on profit do not or result loss (this in loss applies of control also to are related accounted acquisition for as costs) transactions nor on goodwill. between carrying The difference value of between net assets fair of value the subsidiary of any consideration is recorded received directly in or retained paid and earnings. the relevant share acquired or disposed of the The list of all subsidiaries of the Group is presented in Note 36.
? Investments arrangement in have joint rights ventures: to the A net joint assets venture of is the a joint type venture. of joint arrangement Joint control whereby is the contractually the parties that agreed have sharing joint control of control of the of an arrangement, which exists only when decisions about the relevant activities require unanimous consent.
Investments in joint ventures are accounted for using the equity method. is adjusted Under to recognize this method, interests in joint ventures are net initially assets recognized of the joint at cost. ventures The following carrying amount the acquisition of the investment date. Goodwill relating to the joint venture changes is included in the Group’s in the share carrying of amount of the investment and is neither amortized nor individually tested for impairment.
The consolidated income statement reflects the Group’s share of the results of operations of the joint venture. Any change in other addition, comprehensive when there has income been a of change the joint recognized venture is directly presented in the as equity part of of a the joint Group’s venture, other the Group comprehensive recognizes its income. share In of transactions any changes, between when the applicable, Group and in its the joint statement ventures of are changes eliminated in to equity. the extent Unrealized of the interest gains in and each losses joint venture. resulting from statement The aggregate outside of operating the Group’s profit. share of profit or loss of its joint ventures is shown on the face of the consolidated income investment After application in joint of ventures. the equity If method, there is the an objective Group determines evidence of whether impairment, it is necessary the Group to calculates recognize the an impairment amount of impairment loss on its as the difference between the recoverable amount of a joint venture and its carrying amount and recognizes any loss as
“Share of results of joint venture equity accounted” in profit or loss.
Any Upon difference loss of joint between control the over carrying a joint venture, amount of the a Group joint venture measures upon and loss recognizes of joint control any retained and the investment fair value at of its the fair retained value. investment and proceeds from disposal is recognized in profit or loss. joint The Group venture has (see assessed Note 36) its . rights and obligations in connection with its investment in Super Indo and has classified it as ? Investments influence, but in no associates: control or joint The control Group currently (“associates”) holds . no investments in entities over which Delhaize Group has significant
Business Combinations and Goodwill
measured Business combinations as the aggregate are of accounted the consideration for using transferred, the acquisition measured method. at acquisition Under this date method, fair value, the and cost the of amount an acquisition of any non- is controlling interest in the acquiree. For each business combination, the acquirer measures the non-controlling interest in the acquiree, either at fair value or at the proportionate share of the acquiree’s identifiable net assets. Group Acquisition acquires costs a incurred business, are it assesses expensed the and financial included assets in “Selling, and liabilities general assumed and administrative for appropriate expenses”. classification When and Delhaize designation based on the facts and contractual circumstances terms at the and acquisition other factors date at (except the inception for lease of and the respective insurance agreements, contract). This which includes are classified the separation on the of basis embedded of the derivatives in host contracts by the acquiree. If the business combination is achieved in stages, the acquisition date fair value of the loss. acquirer’s Any contingent previously consideration held equity to interest be transferred in the acquiree by the acquirer is remeasured will be initially to fair recognized value at the and acquisition subsequently date measured through profit at fair or Goodwill value except is initially for contingent measured considerations at cost being classified the excess as equity of the instrument aggregate that of are the not consideration re-measured following transferred initial and measurement. the amount lower recognized than the for fair non-controlling value of the net interests assets over of the the subsidiary net identifiable acquired, assets the difference acquired and is recognized liabilities assumed. in profit or If loss. this consideration is After initial recognition, goodwill is not amortized, but annually reviewed for impairment and whenever there is an indication that goodwill generating may units be impaired. that are expected For the purpose to benefit of testing from the goodwill synergies for impairment, of the combination, goodwill is irrespective allocated to of each whether of the other Group’s assets ca sh or liabilities of the acquiree are assigned to those units.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 81
Non-current Assets / Disposal Groups Held for Sale and Discontinued Operations
Non-current amount will be assets recovered and disposal through agroups sale transaction are classified rather and than presented through continuing in the balance use. sheet as held for sale if their carrying This immediate condition sale is in regarded its present as condition. met only When when a the subsidiary sale is is highly held for probable sale, all and of its the assets asset and (or liabilities disposal are group) classified is available as held for for abandoned sale when the are excluded conditions from are the met, scope even of when IFRS 5. the Group retains a non-controlling interest. Non-current assets that will be Immediately before classification as held for sale, the assets (or assets components (or disposal of a disposal group) held group) for sale are re-measured are measured in at accordance the lower with of their the carrying Group’s amount accounting or fair policies. value Thereafter, less costs to non-current sell. If the impairment exceeds the carrying value of the non-current assets within Group the recognizes scope of a separate IFRS 5 Non-current provision to Assets reflect the Held difference for Sale in and its financial Discontinued statements. Operations Non-current measurement assets are guidance, not depreciated Delhaize or amortized once classified as held for sale. See further details in Note 5.2.
A discontinued operation is a component of a business that either has been disposed of, or is classified as held for sale, and: ? represents a separate major line of business or geographical area of operations; ? is part of a single coordinated plan to dispose of a separate major line of business or geographical area of operations; or ? is a subsidiary acquired exclusively with a view to resale. operation When an had operation been discontinued is classified from as a the discontinued start of the operation, comparative the periods. comparative The resulting income statements profit or loss are after represented taxes, including as if the the impairment operations (net loss of of tax)” the (see discontinued Note 5.3) .operation, is reported separately in the income statements in “Result from discontinued
Translation of Foreign Currencies
? Functional and presentation currency: Items included in the financial which statements the entity of each of the Group’s entities are measured using the currency of the primary economic environment in operates (“functional currency”).
Delhaize Group’s financial statements are presented in (millions of) euros, the parent entity’s functional and the Group’s
“presentation currency”, except where stated otherwise.
? Foreign functional currency currency transactions and recognized and in balances: its financial Foreign records currency at the transactions exchange rate of prevailing an entity at are the initially date of translated the transaction. into its Monetary exchange assets rate into and the liabilities functional denominated currency of the in foreign entity. currencies All gains and are losses subsequently resulting re-translated from the settlement at the balance of foreign sheet currency date income transactions statement, and from except the translation for exchange of monetary differences assets arising and on liabilities monetary denominated items that form in foreign part of currencies a net investment are included in a foreign in the operation (i.e., items that are receivable from or payable to a foreign operation, for which settlement is neither planned, nor equity. likely to Foreign occur in exchange the foreseeable gains and future), losses which that relate are recognized to financial in liabilities the “Cumulative are presented translation in the adjustment” income statement component within of
“Finance Note 29.2) costs” . (see Note 29.1), while gains and losses on financial assets are shown as “Income from investments” (see the Non-monetary dates of the items initial that transaction. are measured Non-monetary at historical items cost measured in a foreign at fair currency value are in a translated foreign currency using the are exchange translated rates using as the of for exchange differences rate at arising the date on when the retranslation the fair value of is non-monetary determined and items gains in or respect losses are of which included gains in the and income losses statement are recognized except directly equity. in equity. For such non-monetary items, any exchange component of that gain or loss is also recognized directly in ? Foreign group entities: The results and balance sheets of all Group entities that follows: have a functional currency different from the
Group’s presentation currency are translated into the presentation currency as a) rate); the balance sheets of foreign subsidiaries are converted to euros at the year-end exchange rate (closing exchange b) goodwill the foreign and entity fair and value translated adjustments at the arising closing on exchange the acquisition rate; and of a foreign entity are treated as assets and liabilities of c) the each income working statements day). are translated at the average daily exchange rate (i.e., the yearly average of exchange rates on The differences arising from the use of the average daily exchange rate for the income statement and the closing exchange rate for the balance sheet are recorded in the “Cumulative translation of OCI adjustment” relating to being that part particular of “Other foreign Comprehensive operation is Income” (OCI). On disposal of a foreign operation, the component recognized in the income statement (as a “reclassification adjustment”).
None investments of the in Group foreign entities operations. has the currency of a hyper-inflationary economy nor does Delhaize Group currently hedge net

82 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Closing Rate Average Daily Rate
(in €) Country 2013 2012 2011 2013 2012 2011

1 USD U.S. 0.725111 0.757920 0.772857 0.752955 0.778331 0.718391

100 RON Romania 22.366361 22.499719 23.130479 22.629554 22.425040 23.589913
100 RSD Serbia 0.872296 0.879353 0.955657 0.883861 0.883939 0.980873
100 ALL Albania 0.713267 0.716384 0.719787 0.712911 0.719373 0.713878
100 IDR Indonesia 0.005965 0.007865 0.008524 0.007217 0.008302 0.008192
The Bulgarian lev (BGN) and the Bosnian marka (BAM) are fixed currencies and translate at 0.511292 into euro.
Intangible Assets
Intangible combinations assets (unfavorable include trade lease names, customer relationships and favorable lease rights that have been acquired in business software, various licenses and prescription rights are recognized files separately as “Other acquired. liabilities” Separately and released acquired on a intangible straight line assets basis), are computer initially recognized at cost, while intangible assets acquired as part of a business combination are measured initially at fair value (see
“Business Combinations and Goodwill”). Intangible assets acquired as part of a business combination that are held to prevent others goodwill. from Such using assets them are (“defensive amortized assets”) over the—expected often being useful brands life, with which no will intended depend future on the usage facts—and are recognized circumstances separately surrounding from the specific defensive asset.
Expenditures part or all of an on entity advertising are recognized or promotional as an activities, expense training as incurred, activities i.e. ,and when start-up Delhaize activities, Group and has on access relocating to the or goods reorganizing or has received the services in accordance with the underlying contract. that Costs are associated directly attributable with maintaining to the design computer and software testing programs of identifiable are recognized as an expense as incurred. Development costs are recognized as intangible assets when the following criteria are met: and unique “for-own-use software” controlled by the Group ? it is technically feasible to complete the software product so that it will be available for use; ? management intends to complete the software product and use it; ? there is an ability to use the software product; ? it can be demonstrated how the software product will generate probable future economic benefits; ? adequate available; and technical, financial and other resources to complete the development and to use the software product are ? the expenditure attributable to the software product during its development can be reliably measured. attributable Directly attributable overhead costs costs. capitalized Other development as part of the expenditures software product that do include not meet software these development criteria are recognized employee as costs an expense and directly as incurred. subsequent Development period. costs recognized in a previous reporting period as an expense are not recognized as an asset in a Intangible Amortization assets begins are when subsequently the asset iscarried available at for cost use less as intended accumulated by management. amortization Residual and accumulated values of intangible impairment assets losses. are assumed to be zero and are reviewed at each financial year-end.
Intangible intangible assets assets with with finite finite lives lives are are reviewed amortized annually on a and straight-line are as follows: basis over their estimated useful lives. The useful lives of ? Trade names indefinite ? Developed and purchased software 3 to 8 years ? Favorable lease rights remaining lease term ? Customer relationships 5 to 20 years ? Prescription files 15 years ? Other intangible assets 3 to 15 years Intangible indication that assets the with asset indefinite may be impaired. useful lives The are Group not believes amortized, that but acquired are tested and used for impairment trade names annually have indefinite and when lives there because is an they the marketplace. contribute directly to the Group’s cash flows as a result of recognition by the customer of each banner’s characteristics in There assessment are no of legal, indefinite regulatory, life is reviewed contractual, annually competitive, to determine economic whether or other the factors indefinite that life limit assumption the useful continues life of the to trade be supportable. names. The Changes, if any, would result in prospective amortization.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 83
Property, Plant and Equipment
Property, expenditures plant that and are equipment directly attributable is stated at to cost the acquisition less accumulated of the asset. depreciation Such costs and include impairment, the cost if any. of replacing Acquisition part costs of the include asset and construction dismantling projects and restoring if the recognition the site of criteria an asset are met. if there Major is a spare legal parts or constructive and servicing obligation equipment and borrowing that are used costs more for long-term than one period are recognized as property, plant and equipment. probable Subsequent that costs future are economic included benefits in the asset’s associated carrying with amount the item or will recognized flow to the as Group a separate and the asset, cost as of appropriate, the item can only be measured when it is reliably. Costs of day-to-day servicing of property, plant and equipment are recognized in the income statement as incurred. when Depreciation the asset is calculated is available using for the use straight-line as intended method by management. based on the When estimated significant useful parts lives of of an the item related of property, assets and plant starts and equipment not depreciated. have The different useful useful lives lives, of tangible they are fixed accounted assets are for as as follows: separate components of property, plant and equipment. Land is
? Buildings 33 to 50 years ? Permanent installations 3 to 25 years ? Furniture, fixtures, equipment and vehicles 3 to 14 years
? Leasehold improvements and property under finance lease shorter of lease terms and useful lives
Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognized within
“Other operating income” (see Note 27) or “Other operating expenses” (see Note 28) in the income statement.
Residual appropriate. values, useful lives and methods of depreciation are reviewed at each financial year-end and adjusted prospectively, if
Investment Property
Investment income or for property capital is appreciation defined as property or both, including (land or building property—or held part for of a a currently building undetermined—or both) held future by Delhaize use, rather Group than to earn for sale rental in the property ordinary under course construction. of business Delhaize or for use Group in supply recognizes of goods any part or services of an owned or for (or administrative leased under purposes a finance and lease) includes property investment that is leased to third parties as investment property, unless it represents an insignificant portion of the property. elected Investment to measure property investment is measured property initially at at cost cost less including accumulated transaction depreciation costs. Subsequent and accumulated to initial impairment recognition, losses, Delhaize if any Group (i.e., applying the market the conditions same accounting at the balance policies sheet (including date, are useful disclosed lives) as in for Note property, 9. plant and equipment). The fair values, which reflect
Leases
The date. determination Leases are classified of whether as an finance agreement leases is, when or contains, the terms a lease of the is lease based agreement on the substance transfer of substantially the agreement all the at risks inception and rewards incidental to ownership to the Group. All other leases are classified as operating leases.
Assets payments held at under the inception finance of leases the lease. are recognized The corresponding as assets liability at the to lower the of lessor fair value is included or present in the value balance of the sheet minimum as a finance lease lease constant obligation. rate of interest Lease over payments the lease are term. allocated Finance between lease finance assets and costs leasehold and a reduction improvements of the are lease depreciated obligation over to the achieve shorter a of the expected useful life of similar owned assets or the relevant lease term. receivable Rents paid as on an operating incentive leases to enter are into recognized an operating as an lease expense are on spread a straight-line over the basis relevant over lease the lease term on term. a straight-line Benefits received basis as and a reduction of rent expense.
In the connection risk and rewards with investment incident to property, the ownership where the of the Group investment is the lessor, property leases are where classified the Group as operating does not leases transfer and substantially are generating all rental income. Contingent rents are recognized as “Other operating income” (see Note 27) in the period in which they are earned.
Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period borrowing of time costs to are get expensed ready for as its incurred. intended Borrowing use (“qualifying costs assets”) consist of are interest capitalized and other as part costs of the that respective Delhaize Group asset. incurs All other in connection with the borrowing of funds.
Government Grants
with Government all attached grants conditions. are recognized When a when grant there relates is reasonable to an expense assurance item, it that is recognized the grant will as be income received over and the the period Group necessary will comply to match the grant on a systematic basis to the costs that it is intended to compensate. When a grant relates to an asset, it is

84 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
systematic recognized basis as deferred over the income expected and useful recognized life of the in related the income asset. statement as “Other operating income” (see Note 27) on a
Inventories
all Inventories costs incurred are valued to bring at the each lower product of cost to its on present a weighted location average and condition. cost basis Inventories and net realizable are regularly value. reviewed Costs of and inventory written include down on the a estimated case-by-case costs basis necessary if the to anticipated make the net sale) realizable declines value below (anticipated the carrying selling amount price of in the the inventories. course of When ordinary the business reason for less a write-down of the inventories has ceased to exist, the write-down is reversed.
Delhaize Group receives allowances and credits from suppliers primarily as for well in-store other promotions, discounts, cooperative are included advertising, in the cost new of product inventory introduction and recognized and volume in incentives. the income These statement “vendor when allowances”, the product is sold, as unless cash they represent reimbursement of a specific, immediately incremental as a reduction and identifiable of the corresponding cost incurred selling, by the general Group and to sell administrative the vendor’s expenses. product Estimating in which case rebates they from are suppliers recorded and requires related in certain inventory cases turnover. the use of assumptions and judgment regarding the achievement of specified purchase or sales level
Cash and Cash Equivalents
with Cash an and original cash maturity equivalents of three include months cash or on less call which with banks are readily and on convertible hand, short-term to known deposits amounts and of other cash and highly which liquid are investments subject to an insignificant risk of changes in value. Negative cash balances are reclassified on the balance sheet to “Bank overdrafts”.
Impairment of Non-Financial Assets
At each reporting date, the Group assesses whether there is an indication that a non-financial asset (hereafter “asset”) may be with impaired. indefinite If such lives indications or that are are not identified, yet available the asset’s for use recoverable are tested amount annually is for estimated. impairment, Further, which goodwill at Delhaize and intangible Group is ain ssets the fourth quarter of the year and whenever there is an indication of impairment.
The to sell. recoverable In assessing amount value of in an use, asset the or estimated cash-generating future cash unit flows (CGU) are is discounted the greater to of their its value present in use value and using its fair a discount value less rate costs that often reflects not current available market for assessments individual assets of the for time the value purpose of money of impairment and the risk testing, specific assets to the need asset. to As be independent grouped together cash flows into are the smallest group of assets that generates cash inflows from continuing use that are largely independent of the cash inflows of other assets or groups of assets (“cash generating unit” or CGU).
In determining fair value less costs to sell for individual assets or CGUs, appropriate valuation models (see Note 2.1) are used. Goodwill benefit from acquired the synergies in a business of the combination combination is, for and the that purpose represent of impairment the lowest testing, level within allocated the to Group the CGUs at which that are the expected goodwill to is monitored for internal management purposes and that are not larger than an operating segment before aggregation (see Note 6). if An the impairment carrying amount loss of of a continuing an asset or operation CGU exceeds is recognized its recoverable in the income amount. statement Impairment in “Other losses operating recognized expenses” for CGUs (see are allocated Note 28) assets first to in reduce the CGU the carrying on a pro amount rata basis. of any goodwill allocated to the units and then to reduce the carrying amounts of the other If the impairment of assets, other than goodwill, is no longer justified in future periods due to a recovery in fair value or value in does use of not the exceed asset, the the carrying impairment amount is reversed. that would An have impairment been determined, loss is reversed net of only depreciation to the extent or amortization, that the asset’s if no carrying impairment amount loss had been recognized. Goodwill impairment is never reversed.
Non-derivative Financial Assets
Instruments: Delhaize Group Recognition classifies and its non-derivative Measurement into financial the following assets (hereafter categories: “financial loans and assets”) receivables within and the available scope of for IAS sale. 39 Financial Delhaize maturity. Group currently The Group holds determines no financial the assets classification that would of its be financial classified assets as measured at initial recognition. at fair value through profit or loss and held-to-These issuance financial of the financial assets are assets. initially recorded at fair value plus transaction costs that are directly attributable to the acquisition or ? Loans classified and as receivables: loans and Financial receivables. assets Such with financial fixed or assets determinable are subsequent payments to that initial are recognition not quoted carried in an at active amortized market cost are using the effective interest rate method. Gains and losses are recognized in the income statement when the loans and receivables are derecognized or impaired and through the amortization process. The Group’s loans and receivables 15) comprise . “Other financial assets” (see Note 12), “Receivables” (see Note 14) and “Cash and cash equivalents” (see Note
Trade impairment receivables of trade are receivables subsequently is established measured (on at a separate amortized allowance cost less account) an impairment when there allowance. is objective The evidence allowance that the for Group will not be able to collect all amounts due according to the original terms of the receivables and the amount of the loss

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 85
derecognized is recognized in when the they income are statement determined within to be “Selling, uncollectible. general and administrative expenses”. Impaired trade receivables are
? Available or not classified for sale in investments: any of the other Available categories. for sale After investments initial measurement, are financial available assets that for sale are either investments designated are measured in this category at fair value time the with cumulative unrealized gain gains or or loss losses recorded recognized in the directly available in OCI, for sale until reserve the investment is recognized is derecognized in the income or impaired, statement at which as a reclassification adjustment.
Delhaize (see Note Group 10.1) .mainly The Group holds monitors quoted investments the liquidity and of the the quoted fair value investments of these are to predominately identify inactive based markets, on current if any. bid In a prices very limited establishes number fair value of cases, by using e.g. valuation , if the market techniques for a (see financial Note 2.1) asset . is not active (and for unlisted securities), the Group that For available an investment for sale or financial a group of assets, investments the Group is impaired. assesses For at each investments balance in sheet debt instruments, date whether the there impairment is objective is assessed evidence continues based on to the be same accrued criteria at the as original financial effective assets interest carried rate at on amortized the reduced cost carrying (see above amount “Loans of the and asset. receivables”) If, in a subsequent . Interest impairment year, the fair loss value was of recognized a debt instrument in the income increases statement, and the the increase impairment can be loss objectively is reversed related through to an the event income occurring statement. after For the investments in equity instruments the objective evidence for evidence impairment of impairment, includes a significant the cumulative or prolonged loss decline in the fair value difference of the between investment the acquisition below its costs. cost and Where the current there is fair value, less any impairment loss on that investment – measured previously as the equity recognized investments in the income are not statement reversed – is through removed the from income equity statement. and recognized Increases in the in income their statement. fair value Impairment after impairment losses are on recognized directly in OCI. current Available assets for sale except financial for investments assets are with included a maturity in “Investments date less than in 12 securities” months from (see the Note balance 11). They sheet are date. classified as non-Financial transferred assets the financial are derecognized asset to another when the party rights and to does receive not retain cash flows control from or substantially the financial all assets risks have and rewards expired, of or the if the financial Group asset.
Non-derivative Financial Liabilities
IAS 39 Financial Instruments: Recognition and Measurement contains two or loss categories and financial for non-derivative liabilities measured financial at amortized liabilities
(hereafter “financial liabilities”): financial liabilities at fair value through profit cost. Delhaize Group mainly holds financial In liabilities addition, measured the Group at amortized financial cost liabilities, that are which included are in part “Debts” of a designated , “Borrowings”, fair value “Accounts hedge payable” relationship and (see “Other Note liabilities”. 19). issued attributable All financial transaction liabilities are costs. recognized initially at fair value, plus, for instruments not at fair value through profit or loss, any directly computed Financial liabilities using the measured effective interest at amortized method cost less are principal measured repayment. at amortized Associated cost after finance initial charges, recognition. including Amortized premiums cost and is carrying discounts amount are amortized of the instrument. or accreted The to finance fair values costs of these using financial the effective liabilities interest are method disclosed and in are Note added 18.1. to or subtracted from the An extinguishment exchange between of the existing original borrower financial liability and lenders and the or arecognition modification of in a terms new financial of a debt liability, instrument if the is accounted terms are for substantially as a debt under different. the For new the terms, purpose including of IAS any 39, fees the paid terms net are of any substantially fees received different and discounted if the discounted using the presented original value effective of interest the cash rate, flows is at exchange least 10 or percent modification different is not from accounted the discounted for as present an extinguishment, value of the any remaining costs or cash fees flows incurred of the adjust original the carrying financial amount liability. of If the the liability liability. and are amortized, together with the difference in present values, over the remaining term of the modified financial
Financial liabilities are derecognized when the Group’s obligations specified in the contract expire or are discharged or cancelled.
Derivative Financial Instruments
financial While at instruments recognition depends the initial on measurement whether the derivative of derivative is designated contracts is as at an fair effective value, hedging the subsequent instrument accounting and, if so, for the derivative nature of the item being hedged (see “Hedge Accounting” below).
? Economic derivative financial hedges: instruments Delhaize Group—such does as foreign not hold exchange or issue forward derivatives contracts, for speculation/trading interest rate swaps, purposes. currency The swaps Group and other uses derivative instruments—solely to manage its exposure to interest rates and foreign currency exchange rates. Derivatives not being part of an effective designated hedge relationship are therefore only entered into in order to achieve “economic hedge hedging. accounting “ This means is not that, applied e.g., foreign as the exchange gain or loss forward from contracts re-measuring and currency the derivative swaps is are recognized not designated in profit as hedges or loss and and

86 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
naturally Note 19) .offsets the gain or loss arising on re-measuring the underlying instrument at the balance sheet exchange rate (see These transaction derivatives costs recognized are mandatorily in profit classified or loss when as held-for-trading incurred. Subsequently, and initially they recognized are re-measured at fair at value, fair value. with attributable Derivatives are accounted for as assets when the fair value is positive and as liabilities when the fair value is negative (see Note 19).
The fair value of derivatives is determined in accordance with the fair value measurement framework (see “Note 2.1”). This is calculated on the basis of the contracting parties’ relevant exchange rates, to interest the rates and credit ratings at the reporting any date. interest In the case accrued) of interest-bearing . derivatives, the fair value corresponds “dirty price” or “full fair value” (i.e., including Delhaize Any gains Group or losses enters arising into derivative from changes financial in fair instruments value on these contracts derivatives only for are economic taken directly hedging to purposes, the income the statement. classification As of the changes in fair value of the derivative follow the underlying (i.e., if the economically hedged item is a financial asset, the changes in fair value of the derivative are classified as “Income from investment”, Note 29.2; if the underlying is a financial liability, the changes in fair value of the derivative are classified as “Finance costs”, Note 29.1).
Derivatives assessment are of the classified facts and as circumstances. current or non-current or separated into a current or non-current portion based on an ? Embedded derivatives are derivatives separated are from components the host contract of hybrid and instruments accounted that for separately, include non-derivative if (i) the economic host contracts. characteristics Such and embedded risks of embedded the host contract derivative and would the embedded meet the derivative definition are of a not derivative, closely related, and (iii) (ii) the a separate combined instrument instruments with are the not same measured terms as at the fair value through profit or loss. The accounting for any separated derivative follows the general guidance described above.
Offsetting of financial instruments
currently Financial enforceable assets and financial legal right liabilities to offset are the offset recognized and the amounts net amount and is there reported is an in intention the consolidated to settle on balance a net basis sheet or if there to realize is a the assets and settle the liabilities simultaneously.
Hedge Accounting
intends At the inception to apply of a hedge hedge accounting relationship, and the Group the risk formally management designates objective and documents and strategy the hedge for relationship undertaking to the which hedge. the Group The documentation includes identification of the hedging instrument, the hedged item or (highly probable forecast) transaction, the nature of the risk being hedged and how the entity will assess the hedging instrument’s effectiveness in offsetting the exposure to changes effective in in achieving the hedged offsetting item’s fair changes value in or fair cash value flows or cash attributable flows and to the are hedged assessed risk. on Such an ongoing hedges basis are expected to determine to be that highly they actually have been highly effective throughout the financial reporting periods for which they were designated.
Hedges which meet the criteria for hedge accounting are accounted for as follows:
? Cash in the flow balance hedges sheet, are from used firm to protect commitments the Group (in the against case fluctuations of currency in risk) future or cash from highly flows of probable assets and forecast liabilities transactions. recognized In directly such a in cash OCI flow to the hedge extent relationship, that the hedge the changes is effective. in the To the fair extent value that of the the derivative hedge is ineffective, hedging instrument changes in are fair recognized value are hedged recognized item in affects profit profit or loss. or loss Amounts (e.g., accumulated when the forecast in OCI sale are that recycled is hedged in the takes income place) statement . in the periods when the designation If the hedging is instrument revoked, then no longer hedge meets accounting the criteria is discontinued for hedge accounting, prospectively. expires The or is cumulative sold, terminated, gain or exercised, loss previously or the item recognized affects in profit OCI or and loss. presented in the discontinued cash flow hedge reserve in equity remains in there until the hedged ? Fair commitments value hedges not yet are recognized used to in hedge the financial the fair statements. values of assets When designated or liabilities as recognized such a fair in value the hedge, balance the sheet gain or or loss firm from hedged re-measuring item, attributable the hedging to the instrument hedged risk, at is fair recognized value is recognized in profit or in loss profit by adjusting or loss. Additionally, the carrying the amount gain or of the loss hedged on the item. Delhaize Group usually hedges financial liabilities. As for economic hedges, the changes in the hedging instrument follow 29.1). the hedged item and, therefore, they are typically presented in the income statement as “Finance costs” (see Note ? Hedges operations. of a net investment: Delhaize Group currently does not hedge any of its net investments in any of its foreign

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 87
Share Capital and Treasury Shares
? issuance Ordinary of shares: ordinary Delhaize shares Group’s and share ordinary options shares are recognized are classified as a deduction as equity. from Incremental equity, net costs of any directly tax effects. attributable to the ? (including Treasury shares: any costs Shares directly of the attributable Group purchased to the purchase by the Group of the or shares) companies until within the shares the Group are are cancelled, included sold in equity or otherwise at cost disposed. Where such shares are subsequently reissued, any consideration received, net of any directly attributable incremental holders. transaction costs and the related income tax effects, is included in equity attributable to the company’s equity
Income Taxes
extent The tax that expense it relates for to the items period recognized comprises directly current in OCI and or deferred equity. tax. Tax is recognized in the income statement except to the The date current in the countries income tax where expense the Group is calculated operates on the and basis generates of the taxable tax laws income. enacted Provisions or substantively and receivables enacted at are the established balance sheet on the basis of amounts expected to be paid to or recovered from the tax authorities. carrying Deferred amount tax liabilities in the consolidated and assets are financial recognized, statements using and the the liability tax basis method, of assets on and temporary liabilities. differences However, arising the deferred between income the that tax is at not the accounted time of the for iftransaction it arises from affects initial neither recognition accounting of an asset nor or taxable liability profit in a transaction or loss. Deferred other than income a business tax is combination determined apply considering when the (i) tax temporary rates and differences laws that have reverse been and enacted (ii) the or expected substantively manner enacted of realization at the balance or settlement sheet of date the that carrying are expected amount to of assets and liabilities. joint Deferred ventures, tax liabilities if any, except are recognized where the for Group temporary is able differences to control arising the timing on investments of the reversal in subsidiaries, of the temporary associates difference and interests and it in is probable that the temporary difference will not reverse in the foreseeable future. temporary A deferred difference tax asset is can recognized be utilized. only Deferred to the extent tax assets that it are is probable reviewed that at each future reporting taxable profit date and will be are available reduced against to the extent which that the it is no longer probable that the related tax benefit will be realized.
Deferred and the deferred tax assets income and taxes liabilities relate are to only the same offset taxable if there entity is a legally and the enforceable same taxation right authority. to offset current tax liabilities and assets
The Group elected to present interests and penalties relating to income taxes in “Income tax expense” in the income statement.
Provisions
Provisions likely than not are that recognized an outflow when of the resources Group has will be a present required legal to settle or constructive the obligation, obligation and the as amount a result can of past be reliably events, estimated. it is more settle Provisions the obligation, are measured discounted at balance using sheet a pre-tax date at discount management’s rate that best reflects estimate the current of the market expenditures assessments expected of the to be time required value of to money and the risk specific to the liability, if material. Where discounting is used, the increase in the provision due to the passage of time (“unwinding of the discount”) is recognized in “Finance costs” (see Note 29.1).
? Closed for certain store store provisions: closures. Delhaize Closing Group stores regularly results in reviews a number its stores of activities operating required performance by IFRS and in order assesses to appropriately the Group’s reflect plans review the value for of impairment assets and of liabilities assets or and CGUs related (for store both closing activities costs, see such the accounting as a review policies of net realizable described value above) of. inventory In addition, or Delhaize Group recognizes “Closed store provisions”, which consist primarily of provisions for onerous contracts and severance (“termination”) costs (for both see further below). Costs recognized as part of store closings are included in “Other operating expenses” (see Note 28), except for inventory write-downs, which are classified as “Cost of sales” (see Note 25). If appropriate (see also “Non-Current Assets / Disposal Groups and Discontinued Operations” above), closed stores are accounted for as assets held for sale and / or discontinued operations.
Onerous a contract contracts: in which A the provision unavoidable is recognized costs of for meeting a present the obligation obligations arising under under the an contract onerous exceed contract, the which economic is defined benefits as available expected evidence. to be received Once under the existence it. Judgment has been is required established, in determining at the latest if a present upon actual obligation closing exists, of a taking store, Delhaize into account Group all the recognizes expected provisions benefits for from the such present agreements, value of the which amount comprises by which the the estimated unavoidable non-cancellable costs to fulfill lease the payments, agreements including exceed contractually income. The adequacy required real of the estate closed taxes, store common provision area is dependent maintenance upon and the economic insurance conditions costs, net in of which anticipated stores are subtenant located which and rented will impact to third the parties Group’s are ability reclassified to realize as investment estimated property sublease (see income. Note Owned 9). and finance leased stores that are closed accordance When termination with IAS costs 19 are Employee incurred Benefits, in connection at the with earlier a store of the closing, following a liability dates: (a) for when the termination the Group benefits can no is longer recognized withdraw in

88 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
the offer of termination benefits and (b) when the entity recognizes costs for restructuring that is within the scope of IAS 37 and involves the payment of termination benefits (see also “Restructuring provisions” and “Employee Benefits” below).
Closed the outstanding store provisions commitments are reviewed and that regularly additional to expenses ensure that are amounts provided appropriately for or amounts reflect that management’s are no longer best needed estimate for their of originally intended purpose are released.
? claims, Self-insurance: health care Delhaize and property Group is insurance self-insured in the for U. workers’ S. up to certain compensation, retentions general and holds liability, insurance vehicle contracts accidents, with pharmacy external filed insurers and for an estimate any costs of in claims excess incurred of these but retentions. not reported. The self-insurance liability is determined actuarially, based on claims ? Restructuring restructuring either provisions has commenced are recognized or has when been announced the Group to has those approved affected a by detailed it. Any restructuring formal restructuring provision plan, contains and only the not those associated expenditures with the that ongoing are directly activity arising of the from Group. the restructuring Future operating and are losses both are necessarily therefore not entailed provided by the for. restructuring and
Employee Benefits
? legal A defined or constructive contribution obligation plan is a to post-employment pay further contributions benefit plan regardless under which of the the performance Group pays of the fixed funds contributions held to satisfy and has future no benefit payments. The Group makes contributions to defined contribution plans on a mandatory, contractual or voluntary contributions basis. The contributions are recognized are as recognized an asset to as the “Employee extent that benefit a cash refund expense” or a when reduction they in are the due future (see payments Note 21.1) is available. . Prepaid ? defines A defined an benefit amount plan of benefit is a post-employment that an employee benefit will receive plan other upon than retirement, a defined usually contribution dependent plan on (see one above), or more which factors normally such plans as age, is years the present of service value and of the compensation. defined benefit The obligation Group’s net at the obligation balance recognized sheet date in less the the balance fair value sheet of plan for defined assets, benefit which not in the available case of to funded the creditors plans are of the usually Group held nor by can a long-term they be paid employee directly benefit to the Group. fund or qualifying insurance company and are The present defined value benefit of the obligation defined benefit is calculated obligation regularly is determined by independent by discounting actuaries the estimated using the future projected cash unit outflows credit using method. interest The rates maturity of high-quality terms approximating corporate the bonds duration that of are the denominated related pension in the liability. currency In countries in which the where benefits there will is no be deep paid market and that in such have bonds, recognized the asset market is limited rates on to the government present value bonds of economic are used. benefits When the available calculation in the results form of in any a future benefit refunds to the from Group, the plan the or of the reductions plan or in on future settlement contributions of the plan to the liabilities. plan. An economic benefit is available to the Group if it is realizable during the life benefit The components liability (asset) of the and defined (c) remeasurements benefit cost include of the (a) net service defined cost benefit (current liability and (asset) past),. (b) Past net service interest costs on the are net recognized defined immediately Group recognizes in the restructuring-related income statement at costs. the earlier Net interest of (a) the on date net defined of the plan benefit amendment liability (asset) or curtailment is calculated and (b) by applying the date the the discount rate to the net defined benefit liability (asset).
Service cost and net interest are recognized in profit or loss in both “Cost of sales” and in “Selling, general and administrative expenses”.
The on plan remeasurements assets (excluding comprise interest) (a) actuarial and are recognized gains and losses, immediately (b) the in effect the period of asset in which ceiling they (if applicable) occur in OCI. and The (c) the recorded return remeasurements are never recycled to profit or loss but they can be transferred within equity.
See Note 21.1 for details of Delhaize Group’s defined benefit plans.
? Other post-employment benefits: Some Group employee entities provide benefit post-retirement plans other than health care plans benefits is the to their amount retirees. of future The Group’s benefit that net employees obligation have in respect earned of in long-term return for their services in the current or prior periods. pension Such benefits are discounted to determine projected unit their credit present method value and and any the actuarial fair value gain of any or loss related is recognized asset is deducted. in OCI in The the calculation period in is which performed it arises. using These the obligations benefit plans are in valued Note 21.2. annually by independent qualified actuaries. For details, see Delhaize Group’s other post-employment ? Termination accepts voluntary benefits: redundancy Are payable in exchange when employment for these benefits. is terminated Termination before the benefits normal are retirement recognized date, at the or when earlier an of employee when the entity accordance can no with longer IAS 37, withdraw involving the the offer payment of those of termination benefits and benefits. when Benefits the Group that are recognizes expected costs to be for settled a restructuring more than 12 in months after the end of the annual reporting period are discounted to their present value.
? Bonus formulas plans: that take The into Group consideration recognizes the a Company’s liability and an expense for short-term and a provision long-term if contractually cash bonuses obliged based or on if there is a past practice that has created a constructive results. obligation The (see Group Note recognizes 20.3).

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 89
? Share-based receives services payments: from employees The Group as operates consideration various equity-settled for equity instruments share-based (options, compensation warrants, plans, performance under which and restricted the entity stock awards units) is recognized of the Group. as an The expense. fair value The of total the employee amount to services be expensed received is determined in exchange by for reference the grant to of the the grant share date -based fair value model of (for the details share-based see Note awards 21.3) .and The is options, calculated warrants for stock and options restricted and stock warrants units using compensation the Black-Scholes-Merton plans contain only valuation service conditions. vesting conditions, while the performance stock unit plan contains non-market performance conditions and service vesting The the vesting total amount period expensed of the share-based is recognized award, in the which income is the statement period over—together which the with vesting a corresponding conditions have increase to be in satisfied. equity—over The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent vest, to which including the vesting an assessment period has of expired the non-market and the Group’s performance best estimate conditions. of the No number expense of equity is recognized instruments for awards that will that ultimatel do not y ultimately vest.
In the the terms event had of not a modification been modified. of the An terms additional of an expense equity-settled would award, be recognized the minimum for any expense modification recognized which is increases the expense the total as if modification. fair value of the share-based payment arrangement or is otherwise beneficial to the employee as measured at the date of Where yet recognized an equity-settled for the award award is is recognized cancelled, immediately. it is treated as However if it had if vested a new on award the date is substituted of cancellation, for the and cancelled any expense award and not a designated modification as of a replacement the original award. award on the date that it is granted, the cancelled and new awards are treated as if they were Any share proceeds premium received, when options net of are any exercised. directly attributable The dilutive transaction effect of outstanding costs, are credited (vested and to share unvested) capital options (nominal is reflected value) and as additional share dilution in the computation of diluted earnings per share (see Note 31).
Revenue Recognition
reliably Revenue measured. is recognized Revenue to the is extent measured that at it is the probable fair value that of the the economic consideration benefits received will flow net of to discounts, the Group rebates, and the revenue and sales can taxes be or determine duty. The if it Group is acting assesses as principal its revenue or agent. arrangements against the criteria included in the appendix to IAS 18 Revenue to ? Sales internet of or products telephone to order the Group’s customers. retail In customers addition, Delhaize are recognized Group generates at the point revenue of sale from and sales upon to its delivery wholesale of groceries customers, to 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 get-one-free”-type taxes and discounts incentives and incentives. that are offered These to include retail discounts from regular retail prices for specific items and “buy-one, vendors are recorded as a receivable. customers through the Group’s customer loyalty programs. Discounts provided by retail Revenue customer. from the sale of gift cards and gift certificates is recognized when the gift card or gift certificate is redeemed by the The loyalty Group credits maintains are accounted various for loyalty as a points separate programs component whereby of the customers sales transaction earn points in which for future they are purchases. granted. These A portion customer of the fair the award value of credits the consideration are redeemed. received is allocated to the award credits and deferred. This is recognized as revenue when ? provided The Group or franchise generates rights limited used. revenues from franchise fees, which are recognized in net sales when the services are ? For acts certain as an agent products and or consequently services, such records as the the sale amount of lottery of commission tickets, third income party in prepaid its net sales. phone cards, etc., Delhaize Group ? Rental income from investment property is recognized in profit or loss on a straight-line basis over the term of the lease and included in “Other operating income” (see Note 27).
? Interest Income is recognized as interest accrues (using the effective interest method) and is included in “Income from investments” (see Note 29.2).
? Dividend income is recognized Note when the Group’s right to receive the payment is established. The income is included in “Income from investments” (see 29.2).
Cost of Sales
including Cost of sales buying, includes warehousing the purchase and transportation cost of products costs. sold Finally, and all cost costs of associated sales includes with appropriate getting the products vendor allowances into the retail (see stores also accounting policy for “Inventories” above).
Selling, General and Administrative Expenses
Selling, sales, administrative general and administrative and advertising expenses expenses. include store operating expenses, costs incurred for activities which serve securing

90 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Segment Reporting
maker Operating (CODM), segments who is are responsible reported in for a allocating manner consistent resources and with assessing the internal performance reporting provided of the operating to the segments chief operating (see Note decision 3).
Financial Guarantee
holder Financial for guarantee a loss it incurs contracts because issued the specified by the Group debtor are fails those to make contracts a payment that require when due a payment in accordance to be with made the to terms reimburse of a debt the consideration instrument. Financial received, guarantee less transaction contracts costs are recognized that are directly initially attributable as a liability to the at fair issuance value of that the is guarantee, likely to be if any, the cash and reporting subsequently date measured and the amount at the recognized higher of the less best cumulative estimate amortization. of the expenditure required to settle the present obligation at the
2.4 Significant Use of Estimates, Assumptions and Judgment
assumptions The preparation that of affect financial the application statements of in accounting conformity policies with IFRS and requires the reported Delhaize amounts Group of to assets, make judgments, liabilities and estimates income and and expenses, Delhaize Group which believes inherently to be contain reasonable some degree under the of circumstances. uncertainty. These By definition, estimates actual are based results on could experience and will and often assumptions differ from accounting these estimates. estimates In the are past, recognized the Group’s in the period estimates in which generally the estimates have not are deviated revised materially and in any from future actual periods results. affected. Revisions to most Information significant about effect significant on the areas amounts of estimation in the consolidated uncertainty financial and critical statements judgments is in detailed applying in, accounting but not limited policies to, that the have following the notes: ? Note 4.1—Business combinations; ? Notes 6, 7, 8, 11, 14, 19—Assessing assets for impairment and fair values of financial instruments; ? Notes 13, 25—Accounting for vendor allowances; ? Note 20—Provisions; ? Note 21—Employee Benefits; and ? Note 22—Income Taxes.
2.5 Standards and Interpretations Issued but not yet Effective
The following standards, amendments to or revisions of existing standards or interpretations have been published and are mandatory below, Delhaize applicable Group for is still the in Group’s the process accounting of assessing periods the beginning impact of on these January new 1, standards, 2014, or interpretations, later. Unless otherwise or amendments indicated to its consolidated financial statements and does not plan to early adopt them: ? after Amendments January to 1, IAS 2014): 32 Offsetting The amendment Financial adds Assets application and Financial guidance Liabilities to the (applicable existing financial for annual asset periods and financial beginning liabilities on or impact offsetting on requirements its consolidated in financial IAS 32. statements. The Group believes that the initial application of the amendment should have minimal ? Amendments beginning on to or IAS after 39 January Novation 1, 2014): of Derivatives The amendment and Continuation provides of relief Hedge from Accounting discontinuing (applicable hedge accounting for annual when periods a application novation of of a the derivative amendment designated should have as a minimal hedging impact instrument on its meets consolidated certain financial criteria. statements. The Group believes that the initial ? accounting IFRIC 21 Levies for an (applicable obligation to for pay annual a levy periods that is beginning not income on tax. or In after doing January so, IFRIC 1, 2014): 21 defines The interpretation a levy very widely clarifies as the an and outflow are of (i) resources not included embodying within the economic scope of benefits other IFRS that and is imposed (ii) not fines by governments or penalties on imposed entities for in breaches accordance of legislation. with legislation The recognized. interpretation then addresses what the obligating event is that gives rise to pay a levy and when a liability should be Delhaize Group is still in the process interpretation of finalizing will significantly its analysis impact of the the numerous accounting levies for that certain it is levies subject in the to. Based U.S. and on to the a Group’s smaller extent initial assessment, in Belgium. Based the on its current assessment, the Group believes that several U.S. levies will no longer be allowed to be spread over the calendar year, as the obligating by event its own occurs actions. at a This specific will point significantly in time and impact after which the quarterly Group can results. no longer avoid the outflow of economic benefit the Group’s ? Improvements beginning after to January IFRS 2010 1, 2015): – 2012 On December Cycle and 12, Improvements 2013, the IASB to IFRS issued 2011 the final – 2013 omnibus Cycle annual (applicable improvements for annual standard periods

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 91
for four the changes 2010 – to 2012 four IASB Cycle pronouncements containing eight .changes to seven IASB pronouncements and the 2011 – 2013 Cycle containing ? replacement IFRS 9 Financial of IAS Instruments 39 and currently (currently applies no mandatory to (a) classification effective and date): measurement IFRS 9, as of issued, financial reflects assets the and IASB’s financial work liabilities on the and (b) hedge accounting. The mandatory effective date of the standard has been removed with the latest amendments and finalize IFRS 9 the is currently guidance “available for impairment for application” of financial . In assets order and to complete macro hedging the IAS . IFRS 39 replacement 9 is further project, pending the endorsement IASB still has by the to EU.
Delhaize new standard Group in continues order to assess monitoring the full the impact ongoing IFRS progress 9 might and have subsequent on its consolidated changes made financial by the statements, IASB with but respect will only to the be able to conclude once the IASB has finalized the development of the full standard.
? Investment January 1, 2014): Entities On : Amendments October 31, 2012, to IFRS the 10, IASB IFRS issued 12 an and amendment IAS 27 (applicable to IFRS 10, for IFRS annual 12 periods and IAS beginning 27 that introduced on or after an requires exception a to parent the principle that is an that investment all subsidiaries entity to shall measure be consolidated its investments . This amendment in particular subsidiaries defines the term at fair investment value through entity profit and or financial loss in statements accordance . with IAS 39. The Group expects that the new guidance will have no impact on its consolidated
2.6 Financial Risk Management, Objectives and Policies
The Group’s activities expose it to a variety of financial risks: market risk (including currency risk, fair value interest rate risk, cash derivatives, flow interest comprise rate risk mainly and price debts risk), and credit borrowings risk and and liquidity trade and risk other . Delhaize payables Group’s . These principal financial financial liabilities liabilities, are mainly other held than in order to raise funds for the Group’s operations. On the other hand, the Group holds notes receivables, other receivables and investments cash and cash . Delhaize equivalents Group that exclusively result directly uses derivative from the financial Group’s instruments activities. to The hedge Group certain also risk holds exposures several. available for sale
The risks to which the Group is exposed are evaluated by Delhaize Group’s management and Board of Directors and discussed in the section “Risk Factors” in this annual report.
3. Segment Information
descriptive IFRS 8 applies information the so -about called its “management reportable segments approach” . Such to segment reportable reporting segments and are requires operating the Group segments to report or aggregations financial and of operating segments that meet specified criteria.
Operating segments are components of an entity which engage in business activities from which they may earn revenues and incur which expenses, discrete financial including information revenues and is available expenses that that is relate evaluated to transactions regularly by with the any chief of the operating Group’s decision other components, maker (CODM) about in deciding each operating how to segment allocate that: resources and in assessing performance. The Group is required to report separate information about ? has long -been term financial identified performance as described and above have or similar results economic from aggregating characteristics; two or and more of those segments if they exhibit similar ? exceeds certain quantitative thresholds. provided Delhaize to Group the Executive identified Committee the Executive . Subsequently, Committee the as Group its CODM reviewed and defined these operating operating segments segments in based order to on establish the information if any of these financial individual performance operating as described segments by can IFRS be 8, considered which are to then have aggregated similar economic into one characteristics single aggregated and exhibit operating similar segment long.- term The example, Group reviewed operating its Uprofit .S. operating margin, segments gross margin for similar and comparable economic characteristics store sales development and long-term as financial quantitative performance benchmarks using, and for principle concluded of aggregating the standard them . In into a final the step, segment reportable “United segments States” meets have the been requirements identified, of which IFRS represent 8 and is consistent (aggregated) with operating the core segments that exceed the quantitative thresholds defined bythe IFRS 8 and require individual disclosure. Operating segments that do not pass these thresholds are by default . combined into “All Other Segments” category of IFRS 8, which the Group has labeled as “Southeastern Europe and Asia” operating Management—other concluded business that activities the reader—and, of the therefore, Group’s decided financial to statements disclose separately would benefit the from corporate distinguishing activities operating of the Group from in non the—segment “Corporate”. which Overall, matches this results the way in a Delhaize geographical Group segmentation manages its operations of the Group’s . business, based on the location of customers and stores,

92 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Since January 1, 2013 and a result of the initial application of IFRS 11 and its reflection in the Group’s internal reporting to the
Chief Operating Decision Maker (“CODM”), P.T. Lion Super Indo, the LLC (“Super Indo”) no longer meets the criteria of an operating segment. As a consequence, Super (SEE) Indo no . Comparative longer forms information part of segment been restated “Southeastern to reflect Europe this change. and Asia”, which has been re-labeled to “Southeastern Europe” has The Executive Committee internally reviews the performance of Delhaize Group’s segments against a number of measures. now During representing 2013, internal the most reporting important was amended measure to of reflect profit or the loss. CODM’s UOP adjusts increased for a attention number to of “underlying elements that operating the CODM profit” considers (UOP), reconciliation as non-representative from operating of the profit Group’s to UOP underlying has been operating incorporated performance. into the Comparative segment information. information All has other been amounts restated of and each a the segment CODM items and disclosed reported to as the segment CODM information equal consolidated represents IFRS consolidated financial information. IFRS financial Therefore, information, as the no further information reconciling provided items to need to be disclosed.
The operating segments information for 2013, 2012 and 2011 is as follows:
Year ended December 31, 2013 (in millions of €) United States Belgium(2) SEE(3) Corporate Total
Revenues(1) 12 889 5 071 3 148 — 21 108
Cost of sales (9 554) (4 045) (2 405) — (16 004)
Gross profit 3 335 1 026 743 — 5 104
Gross margin 25.9% 20.2% 23.6% — 24.2%
Other operating income 57 44 28 — 129
Selling, general and administrative expenses (2 915) (866) (647) (48) (4 476)
Other operating expenses (45) (17) (209) 1 (270)
Operating profit (loss) 432 187 (85) (47) 487
Operating margin 3.4% 3.7% (2.7%) — 2.3%
Adjustments:
Impairment losses (reversals) 16 2 195 — 213
Reorganization expenses (reversals) 18 — — — 18
Store closing expenses (reversals) 6 — 2 — 8
(Gains) losses on disposal of assets (1) 8 1 2 10
(Gains) losses on disposal of businesses — (9) — — (9)
Other 10 10 1 5 26
Underlying operating profit (loss) 481 198 114 (40) 753
Underlying operating margin 3.7% 3.9% 3.6% N/A 3.6%
Other information (incl. discontinued operations and assets held for sale)
Assets 6 984 1 867 2 106 639(5) 11 596
Liabilities 2 481 1 399 807 1 833 6 520
Capital expenditures 276 140 127 22 565
Non-cash operating activities :
Depreciation and amortization 391 115 83 10 599
Impairment losses(4) 22 3 206 — 231
Share-based compensation 13 1 — 2 16
Operating result of discontinued operations (34) — (1) — (35)

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 93
Year ended December 31, 2012 (in millions of €) United States Belgium(2) SEE(3) Corporate Total
Revenues(1) 13 073 4 922 2 996 — 20 991
Cost of sales (9 672) (3 921) (2 298) — (15 891)
Gross profit 3 401 1 001 698 — 5 100
Gross margin 26.0% 20.3% 23.3% — 24.3%
Other operating income 57 39 20 — 116
Selling, general and administrative expenses (2 949) (824) (611) (41) (4 425)
Other operating expenses (156) (15) (204) (1) (376)
Operating profit (loss) 353 201 (97) (42) 415
Operating margin 2.7% 4.1% (3.2%) — 2.0%
Adjustments:
Impairment losses (reversals) 28 5 187 — 220
Store closing expenses (reversals) 110 1 15 — 126
(Gains) losses on disposal of assets 4 7 — — 11
Other 30 (18) — 1 13
Underlying operating profit (loss) 525 196 105 (41) 785
Underlying operating margin 4.0% 4.0% 3.5% N/A 3.7%
Other information (incl. discontinued operations and assets held for sale)
Assets 7 191 1 838 2 271 617(5) 11 917
Liabilities 2 511 1 345 869 2 004 6 729
Capital expenditures 354 153 150 24 681
Non-cash operating activities:
Depreciation and amortization 444 116 79 9 648
Impairment losses(4) 63 5 220 — 288
Share-based compensation 11 1 — 1 13
Operating result of discontinued operations (13) — (25) — (38)

94 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Year ended December 31, 2011 (in millions of €) United States Belgium(2) SEE(3) Corporate Total
Revenues(1) 12 364 4 845 2 310 — 19 519
Cost of sales (9 000) (3 825) (1 761) — (14 586)
Gross profit 3 364 1 020 549 — 4 933
Gross margin 27.2% 21.0% 23.8% — 25.3%
Other operating income 61 41 10 — 112
Selling, general and administrative expenses (2 765) (815) (478) (40) (4 098)
Other operating expenses (160) (4) (3) (5) (172)
Operating profit (loss) 500 242 78 (45) 775
Operating margin 4.0% 5.0% 3.4% — 4.0%
Adjustments:
Impairment losses (reversals) 135 1 1 3 140
Store closing expenses (reversals) 6 — — — 6
(Gains) losses on disposal of assets 5 2 1 2 10
Other (14) (15) — — (29)
Underlying operating profit (loss) 632 230 80 (40) 902
Underlying operating margin 5.1% 4.8% 3.5% N/A 4.6%
Other information (incl. discontinued operations and assets held for sale)
Assets 7 752 1 886 2 435 203(5) 12 276
Liabilities 2 765 1 212 830 2 053 6 860
Capital expenditures 416 142 177 19 754
Non-cash operating activities:
Depreciation and amortization 410 107 58 9 584
Impairment losses(4) 130 1 1 3 135
Share-based compensation 11 1 — 1 13
Operating result of discontinued operations 31 — (3) — 28
(1) All revenues are from external parties.
(2) Belgium includes Delhaize Group’s operations in Belgium and the Grand Duchy of Luxembourg.
(3) The segment “Southeastern Europe” includes our operations in Greece, Serbia, Romania, Bulgaria and Bosnia and Herzegovina.
(4) No impairment loss was recorded or reversed in equity but €5 million was reversed through profit or loss in 2011. The 2013 and 2012 impairment losses include €12 million and €16 million, respectively on the re-measurement of assets of the disposal group (see Note 5.3.)
(5) Includes the Group’s equity accounted investment in Super Indo.
Delhaize revenue represents Group’s revenues wholesale from revenues. retail customers Total revenues represent can be almost further 90% analyzed of the as Group’s follows: consolidated revenues. The remaining
(As a percentage of revenues) 2013 2012 2011
Retail revenues
- Food—perishable 40.0% 39.6% 39.1%
- Food—non-perishable 34.8% 35.3% 35.2%
- Non-food 12.8% 13.2% 13.8%
Total retail revenues 87.6% 88.1% 88.1%
Wholesale revenues 12.4% 11.9% 11.9%
Total revenues 100.0% 100.0% 100.0%
There are no individual customers for which the total amount of revenue was more than 10% of Delhaize Group’s revenue during 2013, 2012 and 2011.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 95
4. Business Combinations and Acquisition of Non-controlling Interests
4.1 Business Combinations
Acquisitions during 2013
businesses During 2013, and Delhaize were accounted Group entered for as into business several combinations. agreements in The Southeastern total consideration Europe that transferred have resulted during in the the year acquisition for these of transactions was €9 million and resulted in an increase of goodwill of €3 million.
In addition, Delhaize Group reached an agreement with the former owner of Delta Maxi to settle all remaining indemnification assets and received €22 million in cash.
Acquisitions during 2012
During businesses 2012, and Delhaize were accounted Group entered for as into business several combinations. agreements in The Belgium total and consideration Romania that transferred have resulted during in the the year acquisition for these of transactions was €5 million and resulted in an increase of goodwill of €3 million.
Acquisitions during 2011
Acquisition of Delta Maxi
In subject 2011, to Delhaize customary Group purchase acquired price 100% adjustments, of the shares but not any and earn-out voting rights or similar of Delta clauses. Maxi for a purchase price of €615 million, At December 31, 2011, the total consideration transferred seller and amounted (ii) to (i) €574 million in cash, net of €21 million cash acquired, of which €100 million was held in escrow by the €20 million held in escrow by the Group (see Note 12). The acquired retailer in business, Southeastern in combination Europe. At with acquisition the Group’s date, existing Delta Maxi operations operated in 485 Greece stores and and Romania, 7 distribution makes centers Delhaize in Group five countries a leading in Southeastern Europe. Delta Maxi was included into Delhaize Delhaize Group’s Group consolidated incurred financial approximately statements as of August 1, 2011 and is part of the Southeastern Europe segment (see Note 3). €11 million acquisition-related costs in 2011 that were included in selling, general and administrative expenses in the “Corporate” segment.
During previously 2012, recognized the Group to reflect completed additional the purchase information price obtained allocation on the of the acquisition transaction date and fair revised values the for assets provisional acquired amounts and were liabilities assumed assumed. as part As part of the of acquisition this process, and the recognized Group completed corresponding its assessment provisions. and The quantification contingent of liabilities legal contingencies mainly related that to contains pending legal specific disputes indemnification for a number clauses of property for all ownership known significant related cases. contingencies The agreement and, consequently, with the former the owner Group of recognized Delta Maxi indemnification assets of €33 million for such contingencies as it expected to be compensated by the former owner for any potential by the Group losses. was As entirely a result, released acquisition in 2012. date goodwill increased from €467 million to €507 million. The €20 million held in escrow
(in millions of €) August 1, 2011
Cash paid 595
Cash held in escrow 20
Total consideration transferred 615
Indemnification assets (33)
Total consideration 582
The accounting above had noted been adjustments completed have at the been acquisition recognized date, in and the comparative consolidated information financial statements has been revised of Delhaize correspondingly. Group as if The the revision 2011. of acquisition date fair values did not have a significant impact on the profit and loss of the year ended December 31, The assumed table recognized below summarizes at the acquisition the total consideration date, comparing paid the for provisional Delta Maxi fair and values the amounts (as disclosed of the in assets our 2011 acquired annual and report) liabilities and revised final acquisition date fair values.

96 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
August 1, 2011 Acquisition
Date Fair Values
Provisional
(in millions of €) Fair Values(1) Final Fair Values
Intangible assets 194 218
Property, plant and equipment 426 394
Investment property 44 34
Financial assets 24 24
Inventory 69 68
Receivables 59 54
Other assets 9 9
Cash and cash equivalents 21 21
Assets classified as held for sale 15 16
861 838
Long-term debt, including current portion (211) (211)
Obligations under finance lease (8) (8)
Short-term borrowings (132) (132)
Provisions (14) (45)
Accounts payable (259) (261)
Other liabilities (37) (69)
Deferred tax liabilities (24) (22)
Total identified net assets 176 90
Non-controlling interests (measured at the proportionate shares of the net assets) (28) (15)
Goodwill arising on acquisition 467 507
Total 615 582

(1) As disclosed in the 2011 annual report.

Receivables mainly consist of trade receivables and other receivables. The gross contractual amount of the receivables due was
€65 million, of which €11 million was expected to be uncollectible, resulting in a final acquisition date fair value of €54 million.
The were acquisition expected to date benefit goodwill from was the € synergies 507 million of (see the combination, Note 6) and has resulting been in allocated the following to the split specific between cash-generating the various units countries that where Maxi operated, which represent the lowest level at which management monitors goodwill:
Final Acquisition
(in millions of €) Date value
Serbia 448
Bosnia & Herzegovina 26
Bulgaria 15
Montenegro 10
Albania 8
Total 507
The international goodwill network, reflected especially the anticipated in the synergies areas of improved that could procurement, be realized better from integrating inventory management Delta Maxi into and Delhaize optimized Group’s IT and supply chain systems and processes and is deductible for income tax purposes.
From contributed the date of acquisition, Maxi (including Albania and Montenegro which were reclassified to discontinued operations) combination€ had 460 occurred million to at the the Group’s beginning revenues of the year, and the €(0.2) 2011 million revenues to the of Delhaize net profit Group of the would year have in 2011. been If approximately the business revenues €584 million that higher. actually This would pro forma have been information achieved is provided had the acquisition for informational been consummated purposes only and as of is that not time, necessarily nor is itindicative intended of to the be a and projection existing of policies future revenues. applied within Due Delhaize to significant Group, differences it was concluded in accounting that policies it would applied be impracticable before acquisition to estimate date the by Delta pro forma Maxi impact on the Group’s consolidated net profit for the full year.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 97
Other 2011 acquisitions
In addition, Delhaize Group entered into several small agreements acquiring several individual stores in various parts of the world. goodwill The total consideration transferred during 2011 for these transactions was €16 million and resulted in an increase of the locations of € 10 and million, customer mainly base representing of the various expected stores acquired, benefits from all resulting the integration in synergy of the effects stores for the into Group. the existing sales network,
4.2 Acquisitions of Non-controlling Interests
Acquisitions during 2013
launched During 2013, a tender Delhaize offer Group to acquire did not 16% acquire non-controlling additional non-controlling interests in C-Market interests. (Serbian However, subsidiary), during the year, held Delhaize by the Serbian Group Privatization Privatization Agency Agency, informed at a price the Group of €300 about per its share decision (representing to temporarily approximately suspend the €10 privatization million). Later procedures that year, of C-Market, the Serbian due to due a to probe a prolongation into the entity´s of an earlier ongoing privatization. investigation This of the suspension entity´s original was subsequently public offering extended on the by Belgrade an additional Stock Exchange 180 business in 2005. days December Neither the 31, Group 2013, nor Delhaize the current Group privatization continues to process own 75.4% are target of C-Market. of these investigations. As the tender offer did not close at
Acquisitions during 2012
Group In 2012, its the share minority of 49% shareholder in the subsidiary. of Ela d.o. o. The Kotor Group irrevocably recognized, and unconditionally as part of the exercised purchase its price put allocation, option selling (i) a to liability Delhaize of approximately €13 million in connection with the put option, representing its best estimate of the expected cash outflow, and (ii) an remaining indemnification non-controlling asset of interest approximately into retained €6 million earnings towards and recognized the former the owner subsequent of Delta immaterial Maxi. The changes Group reclassified in value of the the liability and the indemnification asset in profit or loss.
During costs, recognized 2012, Delhaize in equity, Group mainly acquired relating additional to other non-controlling Maxi subsidiaries. interests for a total amount of €10 million, including transaction
Acquisitions during 2011
Subsequent third parties to in the several acquisition Delta Maxi of Delta subsidiaries. Maxi, Delhaize Until December Group started 31, the 2011, process the Group of acquiring acquired non-controlling non-controlling interests interests held of by a carrying amount of €10 million for a total cash consideration of approximately the same amount.

98 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
5. Operations Divestitures, Disposal Group / Assets Held for Sale and Discontinued
5.1 Divestitures
In 2013, Delhaize Group converted several of its Belgian company-operated City stores into affiliated Proxy stores, operated by independent third parties. Delhaize Group received a total cash consideration of €12 million and recognized a gain on disposal of approximately €9 million, classified as “Other operating income”.
In 2012, Delhaize Group reached a binding agreement to sell Wambacq & Peeters SA, a Belgian transport company, to Van
Moer Group. This transaction did not meet the criteria of a “Discontinued Operation” and was completed on April 30, 2012. Delhaize Group received €3 million in cash and recorded a gain on disposal of €1 million in 2012.
No divestitures took place in 2011.
5.2 Disposal Group / Assets Classified as Held for Sale
Disposal of Delhaize Montenegro
In Commerce 2013, Delhaize and presented Group announced the profit the and sale loss of as its discontinued Montenegrin operations operations (see (part also of the Note “Southeastern 5.3). Comparative Europe” information segment) to was Expo re- presented.
Delhaize Group completed the transaction during 2013 for a total sales price of €5 million, subject to customary adjustments.
Disposal of Sweetbay, Harveys and Reid’s
In 2013, Delhaize Group signed an agreement with Bi-Lo Holdings (Bi-Lo) to divest its Sweetbay, Harveys and Reid´s imposed operations. during The total the regulatory sales price approval is $267 process million ( €and 193 subject million) to in cash, other to customary be reduced adjustments. by $20 million The (estimated €15 million) fair for value restrictions of the disposal group has been classified as a Level 1 fair value, being the exit price in an orderly and binding transaction.
Assets and liabilities relating to these operations (being part of the “United States” segment) are classified as a disposal group which held for is not sale, part including of the agreement the leases and of ten currently previously does not closed meet Sweetbay the criteria locations for classification but excluding as held Sweetbay’s for sale. The distribution transaction center, also meets the definition of discontinued operations. Consequently, the relevant profit or loss after tax has been classified as “Result of discontinued operations”, with comparative information being re-presented. revenues The transaction of approximately is expected $1.7 to be billion. completed in 2014. In 2013, the 164 stores currently included in the transaction generated At December 31, 2013, the carrying were value as follows: of assets classified as held for sale and associated liabilities related to the disposal of
Sweetbay, Harveys and Reid’s
(in millions of €) 2013
Intangible assets 12
Property, plant and equipment 161
Inventories 65
Receivables and other current assets 3
Cash and cash equivalents 2
Assets classified as held for sale 243
Less:
Obligations under finance lease (50)
Accounts payable, accrued expenses and other liabilities (8)
Assets classified as held for sale, net of associated liabilities 185
Disposal of Delhaize Albania SHPK
In 2013, Delhaize Group completed the sale of its Albanian activities (“Delhaize Albania”) for a sales price of €1 million. The assets and liabilities of Delhaize Albania, that was part of the previously called “Southeastern Europe & Asia” segment had been presented as “held for sale” as of December 31, 2012 and the operating results of the Albanian company in previous years as well statement. as the gain of €1 million realized on the sale were classified as “Results from discontinued operations” in the income

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 99
Disposal of individual properties
Delhaize branches, Group which it has considers identified not a incremental number of to individual its retail operations. properties, The mainly carrying small value shops, of these office assets buildings, held pharmacies for sale amounts or bank to
€7 million at December 31, 2013, of which €4 million in the U.S. and €3 million in the “Southeastern Europe” segment.
In 2011, as part of the acquisition of Delta Maxi (see Note 4.1), the Group identified a number of properties with a carrying value of €56 million, which it considered not incremental to its retail operations. During 2012, the Group sold properties for a total amount value less of € cost 17 million. to sell As of a a result number of of the properties weakening decreased real estate market and the deteriorating state of the property for sale, the fair these conditions, a sale within the anticipated timeframe was no during longer 2012 considered resulting feasible in impairment and as a losses result of properties €18 million. with Due a total to net carrying value of €7 million were reclassified to investment property (see Note 9). Consequently, at December 31, 2012, the end remaining of 2012, properties Delhaize held America for sale held amounted a parcel to of € land 10 million and were part of the Southeastern Europe segment. In addition, at the for sale for €2 million.
The these individual assets have properties been classified categorized as held-for-sale in Level 2 are in the predominantly fair value level measured hierarchy. at fair Their value fair less values costs to have sell. been The fair determined values of predominantly binding sales agreements. using a market approach based on sales transactions in the market of comparable property and signed non-
5.3 Discontinued Operations
discontinued As mentioned operations. in Note 5.2, Delhaize Montenegro, the banners Sweetbay, Harveys and Reid’s and Delhaize Albania qualified as The operations overall are “Result summarized from discontinued as follows: operations” and corresponding net cash flows of the entities classified as discontinued
(in millions of €, except per share information) 2013 2012 2011
Revenues 1 353 1 627 1 481
Cost of sales (990) (1 183) (1 073)
Other operating income 11 6 6
Selling, general and administrative expenses (334) (434) (389)
Other operating expenses (75) (54) 3
Net financial expenses (13) (13) (13)
Result before tax (48) (51) 15
Income taxes 17 9 (8)
Result of discontinued operations (net of tax) (31) (42) 7
Pre-tax loss recognized on re-measurement of assets of disposal groups (12) (16) —
Income taxes — — —
Result from discontinued operations (net of tax), fully attributable to equity holders of the
Group (43) (58) 7
Basic earnings per share from discontinued operations (0.43) (0.57) 0.07
Diluted earnings per share from discontinued operations (0.43) (0.57) 0.07
Operating cash flows 3 (2) 24
Investing cash flows (5) (1) (45)
Financing cash flows 15 (16) 26
Total cash flows 13 (19) 5
contract In 2013, Delhaize charges, Group severance recognized costs and in “Other impairment operating losses expenses” related to Sweetbay headquarter store and closing distribution charges centers of €46 million, that are onerous impacted lease by the planned sale to Bi-Lo for a total amount of €19 million and incurred cost to sell of €9 million. The Group recognized a total impairment estimated fair loss value of € less 12 million costs to to write sell. down the carrying value of Delhaize Montenegro and Sweetbay, Harveys and Reid’s to its In 2012, “Other operating expenses” consisted of €52 million of impairment losses: €35 million related to underperforming Sweetbay impairment stores, €10 million goodwill and €7 million store impairment charges in Montenegro. Delhaize Group recognized an loss of €16 million for Delhaize Albania.

100 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
6. Goodwill
(in millions of €) 2013 2012 2011
Gross carrying amount at January 1 3 396 3 487 2 900
Accumulated impairment at January 1 (207) (73) (72)
Net carrying amount at January 1 3 189 3 414 2 828
Acquisitions through business combinations and adjustments to initial purchase accounting 3 3 517
Classified as held for sale (net amount) (3) (8) —
Impairment losses (124) (136) —
Currency translation effect (106) (84) 69
Gross carrying amount at December 31 3 215 3 396 3 487
Accumulated impairment at December 31 (256) (207) (73)
Net carrying amount at December 31 2 959 3 189 3 414
Goodwill of the combination is allocated the and goodwill tested resulted for impairment from, which at the at cash-generating Delhaize Group unit represents (CGU) level an operating that is expected entity or to country benefit level, from being synergies also the lowest level at which goodwill is monitored for internal management purpose.
During 2012, the Group revisited its reporting to the CODM for its U.S. operations (see Note 3). As a consequence, Delhaize
Group’s purposes. U. S. operations represent separate operating segments at which goodwill needs to be reviewed for impairment testing
In During 2011, the Delhaize first half Group of 2012, acquired Delhaize 100% of Group the retail completed company the Delta purchase Maxi Group, price allocation operating in of five the countries Delta Maxi in the acquisition Balkan area. and recognized goodwill of €507 million at acquisition date (see Note 4.1).
The Group’s CGUs with significant goodwill allocations are detailed below:
(in millions) 2013 2012 2011
Food Lion USD 1 684 1 688 1 688
Hannaford USD 1 555 1 555 1 555
United States EUR 2 349 2 458 2 507
Serbia RSD 22 251 36 228 45 844
Bulgaria BGN 1 — 30
Bosnia & Herzegovina BAM — — 50
Montenegro EUR — — 10
Albania ALL — — 1 161
Maxi EUR 195 318 497
Belgium EUR 186 186 184
Greece EUR 209 207 207
Romania EUR 20 20 19
Total EUR 2 959 3 189 3 414
indicate Delhaize that Group an impairment conducts an may annual have impairment occurred. The assessment impairment for test goodwill of goodwill and, in involves addition, comparing whenever the events recoverable or circumstances amount of each recoverable CGU with amount. its carrying value, including goodwill, and recognition of an impairment loss if the carrying value exceeds the cost The recoverable to sell amount of each operating entity is determined based on the higher of value in use (“VIU”) and the fair value less
(“FVLCTS”):
? The management VIU calculations for all CGUs, use local adjusted currency to ensure cash flow that projections the CGUs are based tested on the in their latest current available condition, financial covering plans approved a three-year by period, year period based are on extrapolated actual results to five of the years. past and using observable market data, where possible. Cash flows beyond the three-experience Growth rates of and growth operating rates and margins operating used margins to estimate achievable future in performance the relevant are market equally and based in line on with past market performance data, where and possible. supermarket Beyond retail five business years, perpetual in the particular growth rates market are in used question which do and not the exceed long-term the long-term economic average growth growth of the rate respective for the country. Average These Cost of pre-tax Capital) cash in an flows iterative are discounted process as applying described a pre-tax by IAS 36. rate, which is derived from the CGU’s WACC (Weighted

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 101
? The latest FVLCTS available is financial based on plans discounted approved cash by flow management calculations, for all in local CGUs, currencies, as explained using above. cash flow Cash projections flows beyond based the on three- the year rates period do not are exceed extrapolated the long-term to ten years average in line growth with rate market for participant the supermarket assumptions. retail business Beyond ten in the years, particular perpetual market growth in question market assumptions. and the long-term Delhaize economic Group growth uses pre-tax of the cash respective flows which country. are Operating discounted margins applying are akept pre-tax in line rate, with being longer derived term Earnings from the CGU’s multiples WACC paid as for described similar companies above. The in FVLCTS the market represents are used a to Level ensure 3 fair appropriateness value in the IFRS of the 13 fair FVLCTS value hierarchy. estimates and overall consistency.
United States
The based recoverable on FVLCTS amount and VIU of Hannaford estimates. is The determined FVLCTS based estimate on takes VIU. In into 2013, account the recoverable the envisioned amount new of strategy Food Lion centered is estimated around Easy, related Fresh to this and strategy. Affordable, With which the fair the value Group being started above to test the VIU, in 2013, the recoverable while the VIU amount estimate represents does not the consider fair value, any cash while flows both values were above the carrying amount. The key assumptions used for the recoverable amount calculations were as follows:
Perpetual Growth Rate Pre-tax Discount Rate
2013:
Food Lion (FVLCTS) 2.1% 10.4%
Hannaford (VIU) 2.1% 10.6%
2012:
Food Lion (VIU) 2.3% 10.1%
Hannaford (VIU) 2.3% 9.6%
2011:
Food Lion (VIU) 2.3% 10.4%
Hannaford (VIU) 2.3% 10.4%
development Management and believes is of that the opinion the assumptions that no reasonable used in the possible recoverable change amount in any calculations of the key represent assumptions the mentioned best estimates above of would future cause in growth the rate carrying by 50 value basis of points, the cash keeping generating all other units assumptions to exceed their constant, recoverable would decrease amounts. the The 2013 Group recoverable estimated amount that a decrease for Food all Lion other and assumptions Hannaford by constant, $306 million would and decrease $319 million, the 2013 respectively. recoverable An amount increase for of Food the discount Lion and rate Hannaford by 100 basis by $ 872 points, million keeping and $ amounts 713 million, would respectively. not result in A the simultaneous carrying amount increase of Food in discount Lion or Hannaford rate and decrease exceeding in the growth recoverable rates by amount. the before Alternatively, mentioned a recoverable reduction in amount the total for projected Food Lion future and cash Hannaford flows by by 10%, $499 keeping million and all other $442 assumptions million, respectively constant, and would would decrease not result the in 2013 the carrying amount of Food Lion or Hannaford exceeding the recoverable amount.
As been a result re-allocated of the to decision Harveys to and sell transferred Sweetbay, to Harveys assets and held Reid’s, for sale goodwill (see Note of 5.2) €3 million, . previously allocated to Food Lion, has
Europe
The assumptions recoverable used amount for the of VIU the calculations operating segments were as follows: Belgium, Greece and Romania has been determined based on VIU. The key
Perpetual Pre-tax Discount
Growth Rate Rate
2013:
Belgium 2.3% 11.3%
Greece 2.3% 12.9%
Romania 2.5% 12.1%
2012:
Belgium 2.4% 9.9%
Greece 1.6% 14.4%
Romania 2.3% 11.7%
2011:
Belgium 3.3% 10.3%
Greece 2.5% 14.3%
Romania 2.7% 11.9%

102 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
is Management of the opinion believes that no that reasonable the assumptions possible used change in the in VIU any calculations of the key assumptions represent the mentioned best estimates above of would future cause development the carrying and value of the cash generating units to exceed their recoverable amounts. The Group estimated that a decrease in growth rate by
50 basis points, keeping all other assumptions constant, would decrease the 2013 VIU for Belgium, Greece and Romania by €84 million, €33 million and €13 million respectively. An increase of the discount rate by 100 basis points, keeping all other million, assumptions respectively constant, . A simultaneous would decrease increase the 2013 in discount VIU for Belgium, rate and decrease Greece and in growth Romania rates by by €193 the million, before € mentioned 84 million amounts and €34 projected would not future result cash in the flows carrying by 10%, amount keeping of Belgium, all other Greece assumptions or Romania constant, exceeding would the decrease VIU. Alternatively, the 2013 VIU a reduction for Belgium, in the Greece total Greece and Romania or Romania by €130 exceeding million, € the 75 VIU million . and €32 million, respectively and would not result in the carrying amount of Belgium, based Considering on FVLCTS the expected estimates longer . In term 2012, growth Delhaize of the Group relatively impaired young 100% operations of the in then Serbia, recognized the recoverable goodwill amount related is to determined Bulgaria, Bosnia & Herzegovina and Montenegro and recognized a €85 million impairment impacting loss with respect Group to the Serbian goodwill. expectations During 2013, for the its general Serbian economic operations situation and resulting in Serbia in an worsened impairment significantly, indicator. Consequently, the Delhaize’ sGroup short -performed to mid-term an used impairment and the review recognized of its impairment Serbian goodwill losses and were recognized as follows: an additional impairment loss of €124 million. The key assumptions
2013: Perpetual Growth Rate Pre-tax Discount Rate Impairment Loss Recognized (in millions)
Serbia 2.8% 15.1% RSD 13 977
Total EUR 124
2012:
Serbia 3.7% 14.6% RSD 9 616
Bulgaria 2.7% 10.7% BGN 30
Bosnia & Herzegovina 2.3% 16.1% BAM 50
Montenegro 3.4% 14.1% EUR 10
Total EUR 136
The decrease Group the estimated FVLCTS that for a Serbia decrease by in growth rate by 50 basis points, keeping all other assumptions constant, would further assumptions constant, would decrease €the 16 FVLCTS million. An by increase of the discount rate by 100 basis points, keeping all other growth rates by the before mentioned amounts would result €44 million. in the A carrying simultaneous amount increase of Serbia in exceeding discount rate the and FVLCTS decrease by an in constant, additional would €57 million. result in Alternatively, the carrying a amount reduction of Serbia in the exceeding total projected the FVLCTS future cash by an flows additional by 10%, keeping all other assumptions €49 million.
Impairment losses are recognized in profit or loss in “Other operating expenses” (see Note 28). impaired In 2012, and to reflect as a result the measurement of the decision of Albania to sell the at Group’s FVLCTS. Albanian The remeasurement operations (see loss Note is included 5.2), relating in goodwill has been fully operations (net of tax) “Result from discontinued
“ (see Note 5.3).

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 103
7. Intangible Assets
Intangible rights, prescription assets consist files and primarily other licenses. of trade Delhaize names, customer Group has relationships, determined that purchased its trade and names developed have an software, indefinite favorable useful life lease and are have not occurred. amortized, Trade but names are tested are annually tested for for impairment impairment by and comparing whenever their events recoverable or circumstances amount, being indicate their that FVLCTS impairment (Level may 3), with and applying their carrying an estimated amount. royalty The recoverable rate of 0.45% amount and is 0.70% estimated for Food using Lion revenue and Hannaford, projections respectively. of each operating entity (see Note 6) amount In 2013, of the the Group trade names identified has impairment been estimated indicators using with the royalty-relief-method. respect to its Serbian Royalty and Bulgarian rates for trade the various names. brands The recoverable range from 0.54% consistent (Piccadilly) with the to goodwill 1.20% impairment (Maxi), depending testing. on Further, the local the strength Group decided of the each to retire brand. its Mini Revenue Maxi and growth Piccadilly and discount Express rates brands are and recognition is converting of impairment these stores charges into a new format and therefore fully impaired these trade names. The above resulted in the of €67 million and €4 million for Serbia and Bulgaria, respectively. As part of the disposal of
Harveys (see Note 5.2), $5 million (€4 million) were reclassified from the CGU Food Lion to assets held for sale.
During accordance 2012, with the Group IFRS 5, fully and impaired included the this Albanian impairment trade in name (€3 million), reflecting the measurement of the disposal group in Further, the Group recognized impairment charges in connection “Result with from the Piccadilly discontinued brands operations in Bulgaria (net of tax)” (see Note 5.3).
(part of the “Southeastern Europe” segment) for €15 million, reflecting the Group’s revised expectations on market conditions.
No impairment loss of trade names was recorded or reversed in 2011. See Note 8 for a description of the impairment test for assets with finite lives.
(in millions of €) Trade Names Developed Software Purchased Software Favorable Lease Rights Other Total
Cost at January 1, 2013 575 271 321 154 63 1 384
Additions — 36 32 — 11 79
Sales and disposals — (1) (2) (16) (3) (22)
Transfers (to) from other accounts — (12) 21 — (8) 1
Classified as held for sale (38) — (1) (10) (6) (55)
Currency translation effect (18) (4) (12) (6) (2) (42)
Cost at December 31, 2013 519 290 359 122 55 1 345
Accumulated amortization at January 1, 2013 — (142) (211) (102) (28) (483)
Accumulated impairment at January 1, 2013 (51) — — — (2) (53)
Amortization expense — (33) (41) (9) (4) (87)
Impairment losses (71) — — — (1) (72)
Sales and disposals — — 2 15 1 18
Transfers to (from) other accounts — — (1) (1) 2 —
Classified as held for sale 34 — 1 7 3 45
Currency translation effect 3 4 8 4 — 19
Accumulated amortization at December 31, 2013 — (171) (242) (86) (27) (526)
Accumulated impairment at December 31, 2013 (85) — — — (2) (87)
Net carrying amount at December 31, 2013 434 119 117 36 26 732

104 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Favorable
Trade Developed Purchased Lease
(in millions of €) Names Software Software Rights Other Total
Cost at January 1, 2012 599 222 281 170 65 1 337
Additions — 71 17 — 4 92
Sales and disposals — — (2) (12) (4) (18)
Transfers (to) from other accounts — (20) 30 — — 10
Classified as held for sale (3) — — — — (3)
Currency translation effect (21) (2) (5) (4) (2) (34)
Cost at December 31, 2012 575 271 321 154 63 1 384
Accumulated amortization at January 1, 2012 — (116) (171) (105) (30) (422)
Accumulated impairment at January 1, 2012 (36) — — — (1) (37)
Amortization expense — (27) (36) (11) (3) (77)
Impairment losses (15) — — — (2) (17)
Sales and disposals — — 1 12 4 17
Transfers to (from) other accounts — — (8) — — (8)
Currency translation effect — 1 3 2 2 8
Accumulated amortization at December 31, 2012 — (142) (211) (102) (28) (483)
Accumulated impairment at December 31, 2012 (51) — — — (2) (53)
Net carrying amount at December 31, 2012 524 129 110 52 33 848
Favorable
Trade Developed Purchased Lease
(in millions of €) Names Software Software Rights Other Total
Cost at January 1, 2011 390 192 230 195 56 1 063
Additions — 58 27 — 2 87
Sales and disposals — (12) (6) (36) — (54)
Acquisitions through business combinations 200 — 1 8 9 218
Transfers (to) from other accounts — (19) 21 — (3) (1)
Currency translation effect 9 3 8 3 1 24
Cost at December 31, 2011 599 222 281 170 65 1 337
Accumulated amortization at January 1, 2011 — (94) (138) (129) (28) (389)
Accumulated impairment at January 1, 2011 (35) (2) (3) — — (40)
Amortization expense — (23) (32) (11) (4) (70)
Impairment losses — (1) (1) — (1) (3)
Sales and disposals — 12 5 37 — 54
Transfers to (from) other accounts — (5) 3 — 3 1
Currency translation effect (1) (3) (5) (2) (1) (12)
Accumulated amortization at December 31, 2011 — (116) (171) (105) (30) (422)
Accumulated impairment at December 31, 2011 (36) — — — (1) (37)
Net carrying amount at December 31, 2011 563 106 110 65 34 878
Trade name assets are allocated to the following cash generating units:
December 31,
(in millions of €) 2013 2012 2011
Food Lion 184 196 200
Hannaford 156 163 167
Delhaize America 340 359 367
Serbia 84 151 164
Bulgaria 10 14 29
Albania — — 3
Maxi 94 165 196
Total 434 524 563
Amortization expenses are mainly charged to selling, general and administrative expenses.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 105
8. Property, Plant and Equipment
(in millions of €) Land and Buildings Leasehold Improvements Furniture, Fixtures, Equipment and Vehicles Construction in Progress and Advance Payments Property under Finance Leases Total Property, Plant and Equipment
Cost at January 1, 2013 2 586 1 914 3 602 42 856 9 000
Additions 76 71 216 123 12 498
Sales and disposals (17) (88) (232) — (39) (376)
Acquisitions through business combinations — 2 3 — — 5
Transfers (to) from other accounts 43 26 20 (103) (20) (34)
Currency translation effect (61) (58) (109) (1) (31) (260)
Divestitures / Classified as held for sale (48) (135) (231) — (62) (476)
Cost at December 31, 2013 2 579 1 732 3 269 61 716 8 357
Accumulated depreciation at January 1, 2013 (800) (1 156) (2 194) — (407) (4 557)
Accumulated impairment at January 1, 2013 (26) (29) (53) (1) (20) (129)
Depreciation expense (88) (122) (255) — (43) (508)
Impairment losses (2) (5) (7) — (3) (17)
Sales and disposals 15 86 213 — 39 353
Transfers to (from) other accounts — 1 4 — 18 23
Currency translation effect 24 39 73 — 16 152
Divestitures / Classified as held for sale 20 92 161 — 26 299
Accumulated depreciation at December 31, 2013 (837) (1 084) (2 022) — (371) (4 314)
Accumulated impairment at December 31, 2013 (20) (10) (36) (1) (3) (70)
Net carrying amount at December 31, 2013 1 722 638 1 211 60 342 3 973
(in millions of €) Land and Buildings Leasehold Improvements Furniture, Fixtures, Equipment and Vehicles Construction in Progress and Advance Payments Property under Finance Leases Total Property, Plant and Equipment
Cost at January 1, 2012 2 530 1 897 3 612 86 969 9 094
Additions 94 100 244 145 14 597
Sales and disposals (21) (110) (228) (4) (26) (389)
Acquisitions through business combinations 3 — 1 — — 4
Transfers (to) from other accounts 29 56 40 (185) (87) (147)
Currency translation effect (48) (28) (55) — (14) (145)
Divestitures / Classified as held for sale (1) (1) (12) — — (14)
Cost at December 31, 2012 2 586 1 914 3 602 42 856 9 000
Accumulated depreciation at January 1, 2012 (735) (1 123) (2 109) — (422) (4 389)
Accumulated impairment at January 1, 2012 (18) (34) (62) — (56) (170)
Depreciation expense (93) (132) (292) — (50) (567)
Impairment losses (15) (23) (36) (1) (12) (87)
Sales and disposals 14 109 209 — 25 357
Transfers to (from) other accounts 10 1 4 — 79 94
Currency translation effect 11 17 34 — 9 71
Divestitures / Classified as held for sale — — 5 — — 5
Accumulated depreciation at December 31, 2012 (800) (1 156) (2 194) — (407) (4 557)
Accumulated impairment at December 31, 2012 (26) (29) (53) (1) (20) (129)
Net carrying amount at December 31, 2012 1 760 729 1 355 41 429 4 314

106 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
(in millions of €)
Land and Buildings
Leasehold Improvements
Furniture, Fixtures, Equipment and Vehicles
Construction in Progress and Advance Payments
Property under Finance Leases
Total Property, Plant and Equipment
Cost at January 1, 2011
1 926
1 856
3 207
94
930
8 013
Additions
109
92
262
202
35 700 Sales and disposals (8) (22) (95) (6) (18) (149) Acquisitions through business combinations
297
21
77
5
—
400
Transfers (to) from other accounts
165
(90)
76
(211)
(6)
(66)
Currency translation effect
41
40
85
2
28
196
Cost at December 31, 2011
2 530
1 897
3 612
86
969
9 094
Accumulated depreciation at January 1, 2011
(586)
(1 053)
(1 875)
—
(380)
(3 894)
Accumulated impairment at January 1, 2011
—
(12)
(22)
—
(19)
(53)
Depreciation expense
(74)
(125)
(263)
—
(49)
(511)
Impairment losses
(17)
(24)
(39)
—
(35)
(115)
Sales and disposals
4
21
88
—
18
131
Transfers to (from) other accounts
(60)
65
(3)
—
3
5
Currency translation effect
(20)
(29)
(57)
—
(16)
(122)
Accumulated depreciation at December 31, 2011
(735)
(1 123)
(2 109)
—
(422)
(4 389)
Accumulated impairment at December 31, 2011
(18)
(34)
(62)
—
(56)
(170)
Net carrying amount at December 31, 2011
1 777
740
1 441
86
491
4 535
million, During 2013, the Group reclassified property, plant and equipment to assets classified as held for sale for a total amount of €177 Delhaize of Montenegro which €161 (see million also related Note to 5) .the planned disposal of Sweetbay, Harveys and Reid’s and €16 million to the disposal of
In 2013, 2012 and 2011, the Group reclassified property, plant and equipment to investment property (see Note 9) for €2 million,
€ agreements 44 million are and reclassified €31 million, to respectively. investment property. In accordance In 2011 the with Group the Group’s also transferred policy, closed stores held under finance lease
Maxi to €16 million of assets acquired from Delta
“Assets classified as held for sale”.
Property, plant and equipment can be summarized by reportable segment as follows:
December 31,
(in millions of €) 2013 2012 2011
United States 2 129 2 510 2 750
Belgium 841 828 808
Southeastern Europe 994 966 968
Corporate 9 10 9
Total property, plant and equipment 3 973 4 314 4 535
Depreciation expense is included in the following line items of the income statement:
(in millions of € ) 2013 2012 2011 Cost of sales 57 57 52
Selling, general and administrative expenses 432 464 417
Depreciation from discontinued operations 19 46 42
Total depreciation 508 567 511 Delhaize exist. The Group Group tests monitors assets the with carrying finite value lives for of its impairment operating whenever retail stores, events the lowest or circumstances level asset indicate group for that which an identifiable impairment cash may based inflows on of historical store assets and are projected independent cash flows. of other The (groups value in of) use, assets applying (“cash-generating the main assumptions unit” or detailed CGU), for in potential Note 6, is impairment estimated using adjusted projected for various discounted factors cash such flows as inflation based on and past general experience economic and knowledge conditions. of The the fair markets value in less which costs the to stores sell is are estimated located, based stores are on a reviewed multiples for approach impairment or independent on a fair value third less party costs appraisals, to sell basis based (Level on 3), the based location on and actual condition results of of the the past stores. and Closed using observable market data, where possible. conditions Management and believes operating that performance the assumptions of the different applied CGUs. when testing Changes for in impairment these conditions are reasonable or performance estimates will have of the an impact economic on

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 107
as the being projected possibly cash impaired flows used and/or to determine on the impairment the recoverable amount amount calculated. of the CGUs and might result in additional stores identified The impairment charges can be summarized by property, plant and equipment categories as follows:
December 31,
(in millions of €) Note 2013 2012 2011
Land and buildings 2 15 17
Leasehold improvements 5 23 24
Furniture, fixtures, equipment and vehicles 7 36 39
Construction in progress — 1 —
Property under finance leases 3 12 35
Total 17 87 115
Recognized in :
Other operating expenses 28 11 45 120
Result from discontinued operations 6 42 (5)
In Bottom 2012, Dollar the Group Food) that recognized were closed impairment early 2013 charges and 9 of underperforming €87 million related stores, to (i) all 45 in the stores United (34 States, Sweetbay, for a 8 total Food amount Lion of and 3 million, (ii) the closing of 6 stores and underperformance of 57 stores in Southeastern Europe €54 closing and the impairment of 6 stores in Belgium ( (€28 million), and (iii) 1 store €5 million).
A store portfolio review resulted in the decision to close 146 underperforming stores in the first quarter of 2012. Consequently, the Bottom Group Dollar recorded Food stores) in 2011 and €120 one million distribution impairment center, charges while relating the underperformance to 126 stores in of the 20 U. Maxi S. (113 stores Food (in Serbia, Lion, 7 Bloom Bulgaria and and 6 Bosnia and Herzegovina) was already reflected in the fair values of the related assets in the opening balance sheet (see Note 4). In charges addition, in various Delhaize other Group parts recognized of the Group. impairment reversals of €5 million in the United States, which was offset by impairment Property December under 31, 2013 finance is as leases follows: consists mainly of buildings. The number of owned versus leased stores by operating segment at
Owned Finance Leases Operating Leases Affiliated and Franchised Stores Owned by their Operators or Directly Leased by their Operators from a Third Party Total
United States 238 556 720 — 1 514
Belgium 153 32 212 455 852
Southeastern Europe 334 — 663 54 1 051
Total 725 588 1 595 509 3 417

108 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
9. Investment Property
Investment held for long property, -term rental principally yields or comprised appreciation of owned and is not rental occupied space by attached the Group to supermarket . buildings and excess real estate, is Investment stores held property under finance is accounted lease agreements for at cost are less closed accumulated (see Note depreciation 20.1) or ifand land accumulated will no longer impairment be developed losses, for if construction any. When purposes property. or is held for currently undetermined use, they are reclassified from property, plant and equipment to investment
(in millions of €) 2013 2012 2011
Cost at January 1 250 137 91
Additions — 6 2
Sales and disposals (22) (29) (7)
Acquisition through business combinations — — 34
Transfers (to) from other accounts 33 142 12
Currency translation effect (9) (6) 5
Cost at December 31 252 250 137
Accumulated depreciation and impairment at January 1 (134) (54) (31)
Depreciation expense (4) (4) (3)
Impairment losses (6) (14) (17)
Sales and disposals 17 26 3
Transfers to (from) other accounts (31) (91) (3)
Currency translation effect 6 3 (3)
Accumulated depreciation and impairment at December 31 (152) (134) (54)
Net carrying amount at December 31 100 116 83
In related 2012, to € 44 the million store portfolio of property, review, plant which and equipment took place was at the transferred beginning to of investment 2012. In 2011, property Delhaize (see Note Group 8), acquired of which € investment 34 million property of €34 million as part of the Delta Maxi acquisition (see Note 4.1), of which €21 million was subsequently classified as “held making for a sale”. sale within In 2012, the foreseeable as a result of future the unlikely, weakening part real of these estate properties market and (net the deteriorating state of the property for sale, into investment property (see Note 5.2). book value of €7 million) has been reclassified At December 31, 2013, 2012 and 2011, the Group only had insignificant investment property under construction.
2011, The fair respectively. value of investment Level 2 fair property values amounted were estimated to €132 using million, third € 146 party million appraisals and € 115 and million signed, at non-binding December purchase 31, 2013, and 2012 sales and agreements. valuation technique Level 3 applied fair values during were the predominantly reporting period. established The main applying inputs an to income the valuation approach. model The are entity current did not market change rents, the estimated of qualified market independent rental external value (EMRV), or internal term valuers yield and with reversionary the necessary yield. recognized The fair and values relevant are estimated professional using qualification. either the support The fair value of the investment properties has been categorized as follows:
(in millions of €) Carrying amount at amortized cost December 31, 2013 Total Fair value Level 2
Level 3
United States 78 105 69 36
Southeastern Europe 22 27 — 27
Total investment property 100 132 69 63
Rental income from investment property recorded in other operating income was €6 million for 2013, €7 million for 2012 and € and 5 million administrative for 2011. expenses, Operating were expenses arising from investment property generating rental income, included in selling, general investment property not generating€ rental 4 million income, in 2013, included €6 million in selling, in 2012 general and €5 and million administrative in 2011. Operating expenses, expenses were arising from
2013, €6 million in €4 million in 2012 and €2 million in 2011.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 109
10. Categorization and Offsetting of Financial Instruments 10.1 Categorization
Financial Assets by Class and Measurement Category December 31, 2013
Financial assets measured at amortized cost Financial assets measured at fair value Available for Derivatives—Derivatives—sale— Loans and through through through
(in millions of €) Note Receivables profit or loss equity equity Total Non-Current
Investments in securities 11 — — — 8 8 Other financial assets 12 21 — — — 21 Derivative instruments 19 — 1 — — 1
Current Receivables 14 618 — — — 618 Investments in securities 11 — — — 126 126 Other financial assets 12 25 — — — 25 Derivative instruments 19 — 40 — — 40 Cash and cash equivalents 15 1 149 — — — 1 149
Total financial assets 1 813 41 — 134 1 988 December 31, 2012
Financial assets measured
at amortized cost Financial assets measured at fair value Available for Derivatives—Derivatives—sale— Loans and through through through
(in millions of €) Note Receivables profit or loss equity equity Total Non-Current
Investments in securities 11 — — — 11 11 Other financial assets 12 19 — — — 19 Derivative instruments 19 — 61 — — 61 Current Receivables 14 632 — — — 632 Investments in securities 11 — — — 93 93 Cash and cash equivalents 15 920 — — — 920 Total financial assets 1 571 61 — 104 1 736

110 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
December 31, 2011
Financial assets measured
at amortized cost Financial assets measured at fair value
Available for
(in millions of €) Note Loans and Receivables Derivatives—through profit or loss Derivatives—through equity sale—through equity Total
Non-Current
Investments in securities 11 — — — 13 13
Other financial assets 12 18 — — — 18
Derivative instruments 19 — 57 — — 57
Current
Receivables 14 695 — — — 695
Investments in securities 11 — — — 93 93
Other financial assets 12 22 — — — 22
Derivative instruments 19 — 1 — — 1
Cash and cash equivalents 15 419 — — — 419
Total financial assets 1 154 58 — 106 1 318
Financial Assets measured at fair value by Fair Value Hierarchy
Fair market value participants is the price at the that measurement would be received date. IFRS to sell 13 an requires, asset for or paid financial to transfer instruments a liability that are in an measured orderly transaction in the balance between sheet measured at fair value at the fair disclosure value, the of disclosure fair value measurements of their fair value by level and of the fair fair value value measurement measurement hierarchy. level is For necessary. financial instruments The fair value not measurements have to be categorized by the following level of fair value measurement hierarchy: ? Level prices 1: for The identical fair value assets of a or financial liabilities. instrument A market that is considered is traded in as an active active if market quoted is prices measured are readily based on and quoted regularly (unadjusted) available from an 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.
Level techniques. 2: The These fair value valuation of financial techniques instruments maximize that the are use not of observable traded in an market active data market where is it determined is available by and using rely as valuation little as possible (i.e., as prices) on entity or indirectly specific estimates. (i.e., derived If all from significant prices), inputs the instrument required to is fair included value in an level instrument 2. are observable, either directly ? Level data, the 3: If financial one or more instrument of the is significant included in inputs level used 3. in applying the valuation technique is not based on observable market
(in millions of €)
Note
Level 1
December 31, 2013 Level 2
Level 3
Total
Non-Current
Available for sale—through equity
11
8
—
—
8
Derivatives—through profit or loss
19
—
1
—
1
Derivatives—through equity
19
—
—
—
—
Current
Available for sale—through equity
11
126
—
—
126
Derivatives—through profit or loss
19
—
40
—
40
Derivatives—through equity
19
—
—
—
—
Total financial assets measured at fair value
134
41
—
175

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 111
(in millions of € ) Note Level 1 December 31, 2012 Level 2 Level 3 Total
Non-Current
Available for sale—through equity 11 8 3 — 11
Derivatives—through profit or loss 19 — 61 — 61
Derivatives—through equity 19 — — — —
Current
Available for sale—through equity 11 93 — — 93
Derivatives—through profit or loss 19 — — — —
Derivatives—through equity 19 — — — —
Total financial assets measured at fair value 101 64 — 165
(in millions of € ) Note Level 1 December 31, 2011 Level 2 Level 3 Total
Non-Current
Available for sale—through equity 11 12 1 — 13
Derivatives—through profit or loss 19 — 57 — 57
Derivatives—through equity 19 — — — —
Current
Available for sale—through equity 11 93 — — 93
Derivatives—through profit or loss 19 — 1 — 1
Derivatives—through equity 19 — — — —
Total financial assets measured at fair value 105 59 — 164
No transfers between the different fair value hierarchy levels took place in 2013, 2012 and 2011.
Financial Liabilities by Class and Measurement Category
December 31, 2013
Financial
Financial liabilities measured at fair value liabilities
(in millions of €) Note Derivatives—through profit or loss Derivatives—through equity relationship being part of a fair value hedge cost Financial liabilities at amortized Total
Non-Current
Long-term debt 18.1 — — 311 1 700 2 011
Obligations under finance lease 18.3 — — — 496 496
Derivative instruments 19 8 — — — 8
Current
Long-term debt—current portion 18.1 — — 219 9 228
Obligations under finance leases 18.3 — — — 59 59
Derivative instruments 19 3 — — — 3
Bank overdrafts — — — 4 4
Accounts payable — — — 1 993 1 993
Total financial liabilities 11 — 530 4 261 4 802

112 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
December 31, 2012
Financial
Financial liabilities measured at fair value liabilities
(in millions of € ) Note Derivatives—through profit or loss Derivatives—through equity relationship being part of a fair value hedge cost Financial liabilities at amortized Total
Non-Current
Long-term debt 18.1 — — 561 1 752 2 313
Obligations under finance lease 18.3 — — — 612 612
Derivative instruments 19 10 — — — 10
Current
Long-term debt—current portion 18.1 — — — 156 156
Obligations under finance leases 18.3 — — — 62 62
Derivative instruments 19 4 — — — 4
Accounts payable — — — 1 869 1 869
Total financial liabilities 14 — 561 4 451 5 026
December 31, 2011
Financial
Financial liabilities measured at fair value liabilities
being part
(in millions of € ) Note Derivatives—through profit or loss Derivatives—through equity relationship of a fair value hedge cost Financial liabilities at amortized Total
Non-Current
Long-term debt 18.1 — — 541 1 784 2 325
Obligations under finance lease 18.3 — — — 689 689
Derivative instruments 19 9 11 — — 20
Current
Short-term borrowings 18.2 — — — 60 60
Long-term debt—current portion 18.1 — — — 88 88
Obligations under finance leases 18.3 — — — 61 61
Accounts payable — — — 1 833 1 833
Total financial liabilities 9 11 541 4 515 5 076
Financial Liabilities measured at fair value by Fair Value Hierarchy
December 31, 2013
(in millions of € ) Note Level 1 Level 2 Level 3 Total
Non-Current
Derivatives—through profit or loss 19 — 8 — 8
Derivatives—through equity 19 — — — —
Current
Derivatives—through profit or loss 19 — 3 — 3
Derivatives—through equity 19 — — — —
Total financial liabilities measured at fair value — 11 — 11

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 113
December 31, 2012
(in millions of € ) Note Level 1 Level 2 Level 3 Total
Non-Current
Derivatives—through profit or loss 19 — 10 — 10
Derivatives—through equity 19 — — — —
Current
Derivatives—through profit or loss 19 — 4 — 4
Derivatives—through equity 19 — — — —
Total financial liabilities measured at fair value — 14 — 14
December 31, 2011
(in millions of € ) Note Level 1 Level 2 Level 3 Total
Non-Current
Derivatives—through profit or loss 19 — 9 — 9
Derivatives—through equity 19 — 11 — 11
Current
Derivatives—through profit or loss 19 — — — —
Derivatives—through equity 19 — — — —
Total financial liabilities measured at fair value — 20 — 20
During 2013, 2012 and 2011, no transfers between the different fair value hierarchy levels took place.
Valuation techniques
being The available determined for sale based – through on their equity quoted instruments prices in are active mainly markets. categorized When as the Level market 1, with is not the active, fair value the of fair these value instruments of these instruments information generated is determined by market based transactions on market involving approach identical valuation or comparable techniques assets. and the Group uses prices and other relevant The financial derivative risks and financial they are instruments over-the-counter contracted derivatives by the Group (interest are rate used and for currency hedging swaps) purposes that to are manage not traded its exposure in active to markets. various The exchange fair value spot rates, of these interest instruments rate curves is determined or implicit forward with present rate curves value of calculations, the underlying. using The as contractual inputs, besides arrangements others, of foreign these instruments threshold defined also include in the contractual cash collateral provisions. (pledged Such or received) cash collaterals that are materially payable /reduce receivable the impact if the value of both of a the derivate counterparty exceeds and a the Group’s own non-performance risk on the value of the instrument.
10.2 Offsetting of Financial Instruments
The arrangements Group has and several similar financial agreements. assets and financial liabilities that are subject to offsetting or enforceable master netting
Cash Pool
In the 2011, participating the Group operating implemented entities. a cash The settlement pool system, mechanism allowing a of more the cash efficient pool management is provided by of an the external daily working financial capital counterparty. needs of The gross cash amount pool of system several provides current that accounts the Group and bank is exposed overdraft to a balances single net with amount multiple with financial that financial counterparties. counterparty Settlement rather than on a net the basis circumstances, is intended meeting by both the offsetting parties and criteria an actual and as netting a result is only performed a net position recurrently. is presented The right in the to balance offset sheet. is enforceable in all
Offsetting of trade receivables and accounts payables
When include local clauses legislations and terms allow that and provide the economic the legal environment enforceable requires right to offset it, commercial in all circumstances contracts with outstanding non-financial balances counterparties between the have parties. such terms The parties with most intend of to its settle suppliers, on a in net order basis to and reduce actual the netting liquidity is performed risk. These recurrently. clauses meet In Greece, the offsetting the Group criteria aims and to balances with these suppliers have been presented as such in the consolidated financial statements.
ISDA Master Agreements for Derivatives
The transactions. Group has In several general, ISDA under (“International such agreements Swaps the and amounts Derivatives owed Association”) by each counterparty agreements on in a connection single day with in respect its derivative of all outstanding transactions in the same currency are aggregated into a single net amount that is payable by one party to the other.

114 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Under are terminated, certain circumstances, the termination e value .g., when is assessed a credit event and only such a single as default net amount occurs, is all payable outstanding in settlement transactions of all under transactions the agreement . currently The ISDA legally agreements enforceable do not right meet to offset the criteria recognized for offsetting amounts, in because the balance the sheet right to . This offset is is because enforceable the Group only on does the occurrence not have a of future event such as a default. ISDAs are considered as master netting arrangements for IFRS 7 disclosure purposes. or The enforceable following table master shows netting the arrangements maximum exposure and similar of the agreements Group’s financial . assets and financial liabilities that are subject to offset
December 31, 2013
Financial Amounts not offset in the balance
Gross instruments sheet but subject to master netting
amounts that are Net amounts arrangements (or similar)
in the offset in the presented in
balance balance the balance Financial Cash collateral Net
(in millions of €) sheet sheet sheet assets/liabilities received/pledged exposure
Non-current
Derivative financial assets 1 — 1 1 — —
Current
Derivative financial assets 40 — 40 — — 40
Receivables 142 41 101 — — 101
Cash and cash equivalents 470 451 19 — — 19
Total 653 492 161 1 — 160
Non-current
Derivative financial liabilities 8 — 8 1 — 7
Current
Derivative financial liabilities 3 — 3 — — 3
Accounts payable 421 41 380 — — 380
Bank overdrafts 451 451 — — — —
Total 883 492 391 1 — 390
December 31, 2012
Financial Amounts not offset in the balance
Gross instruments sheet but subject to master netting
amounts that are Net amounts arrangements (or similar)
in the offset in the presented in
balance balance the balance Financial Cash collateral Net
(in millions of €) sheet sheet sheet assets/liabilities received/pledged exposure
Non-current
Derivative financial assets 61 — 61 7 — 54
Current
Receivables 222 110 112 — — 112
Cash and cash equivalents 355 229 126 — — 126
Total 638 339 299 7 — 292
Non-current
Derivative financial liabilities 10 — 10 7 — 3
Current
Derivative financial liabilities 4 — 4 — — 4
Accounts payable 457 110 347 — — 347
Bank overdrafts 229 229 — — — —
Total 700 339 361 7 — 354

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 115
December 31, 2011
Financial Amounts not offset in the balance
Gross instruments sheet but subject to master netting
amounts that are Net amounts arrangements (or similar)
in the offset in the presented in
balance balance the balance Financial Cash collateral Net
(in millions of €) sheet sheet sheet assets/liabilities received/pledged exposure
Non-current
Derivative financial assets 57 — 57 9 — 48
Current
Derivative financial assets 1 — 1 — — 1
Receivables 172 76 96 — — 96
Cash and cash equivalents 248 248 — — — —
Total 478 324 154 9 — 145
Non-current
Derivative financial liabilities 20 — 20 9 — 11
Current
Accounts payable 384 76 308 — — 308
Bank overdrafts 248 248 — — — —
Total 652 324 328 9 — 319

11. Investments in Securities

included Investments in current in securities assets, contain except investments for debt securities in debt with and maturities equity securities, of more than which 12 are months held as from available the balance for sale. sheet Securities date, which are are classified as non-current assets. The carrying amounts of the available for sale financial assets are as follows:
December 31,
(in millions of €) 2013 2012 2011
Non-current 8 11 13
Current 126 93 93
Total 134 104 106
At December 31, 2013, the Group’s non-current investments in debt securities were €8 million, of which €7 million (2012: €8
million, 2011: €9 million) were held in escrow related to defeasance provisions of outstanding Hannaford debt and were therefore
not available for general company purposes (see Note 18.1). The escrow funds have the following maturities:
(in millions) 2014 2015 2016 Total
Cash flows in USD — 1 9 10
Cash flows translated into EUR — — 7 7
31, Delhaize 2013) Group in order further to satisfy holds future smaller pension non-current benefit investments payments for in a money limited market number and of employees, investment which funds however (€1 million do at not December meet the definition investments. of plan assets as per IAS 19. The maximum exposure to credit risk at the reporting date is the carrying value of the At funds December that are 31, entirely 2013, the invested Group’s in current U.S. Treasuries. investments These in securities investments were are €126 predominantely million and consisted primarily of investment held by the Group’s captive reinsurance company, covering the Group’s self-insurance exposure (see Note 20.2). value Investments level hierarchy in securities and valuation are classified technique as available used in measuring for sale and these measured instruments at fair are value disclosed through in Note OCI (see 10.1. Note 2.3). The fair The impaired. Group In assesses 2013, 2012 at and each 2011, reporting none date of the whether investments there is in objective securities evidence were either that past an due investment or impaired. or a group of investments is

116 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
12. Other Financial Assets for Other derivatives financial and assets, term non deposits, -current and and are current, carried include at amortized notes receivable, cost (see also guarantee Note 10 deposits, .1), less any restricted impairment cash in . The escrow, carrying collateral value of other financial assets approximates the fair value and represents the maximum credit risk. December 31,
(in millions of €) 2013 2012 2011
Non-current 21 19 18 Current 25 — 22 Total 46 19 40
The Note 2011 4.1), current which has financial been released assets included during 2012. an amount of €20 million held in escrow relating to the acquisition of Delta Maxi (see 13. Inventories
Inventories reverse any predominantely previously recognized) represent material goods write-downs for resale. In of 2013, inventory 2012 in and order 2011, to reflect Delhaize decreases Group in did anticipated not recognize selling any prices (or below realized the from carrying its future value sale and or to use. ensure that inventory at hand is not carried at an amount in excess of amounts expected to be Inventory recognized as an expense during the period is disclosed in Note 25 as “Product cost.”
14. Receivables (in millions of €) 2013 2012 2011
Trade receivables 628 628 672
Trade receivables—bad debt allowance (36) (31) (36)
Other receivables 26 35 59
Total current receivables 618 632 695
In 2011, other receivables include a damages in the United States. €29 million receivable from insurance companies in connection with tornado and hurricane The aging of the current receivables is as follows: December 31, 2013
(in millions of €) Net Carrying Amount Neither Individually Impaired nor Past Due on the Reporting Date Past Due—Less than 30 Days Past Due—Between 30 and 180 Days Past Due—More than 180 Days
Trade receivables 628 455 107 38 28
Trade receivables—bad debt allowance (36) (6) (5) (7) (18)
Other receivables 26 19 4 2 1
Total 618 468 106 33 11

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 117
December 31, 2012
(in millions of €) Net Carrying Amount Neither Individually Impaired nor Past Due on the Reporting Date Past Due—Less than 30 Days Past Due—Between 30 and 180 Days Past Due—More than 180 Days
Trade receivables 628 431 123 43 31
Trade receivables—bad debt allowance (31) (3) (7) (4) (17)
Other receivables 35 25 7 2 1
Total 632 453 123 41 15
December 31, 2011
(in millions of €) Net Carrying Amount Neither Individually Impaired nor Past Due on the Reporting Date Past Due—Less than 30 Days Past Due—Between 30 and 180 Days Past Due—More than 180 Days
Trade receivables 672 503 99 49 21
Trade receivables—bad debt allowance (36) (6) (3) (11) (16)
Other receivables 59 45 5 5 4
Total 695 542 101 43 9
Trade receivables are predominantly to be paid, in full, between 30 days and 60 days. based Trade receivables on internal rating credit criteria risk is managed or with the by support the individual of third operating party service entities providers and credit and rating the requirement is continuously for an monitored impairment either is analyzed homogenous at each groups reporting and assessed date on for an impairment individual collectively basis for major based positions. on past experience. Additionally, The minor maximum receivables exposure are to grouped risk for into the receivables there are no is outstanding the carrying receivables value minus that any are insurance individually coverage. material The for Group is not exposed to any concentrated credit risk as large and unrelated customer and vendor base. Management believesthe there Group is no or further the operating credit risk entity provision because required of the in Group’s excess of other the receivables normal individual approximate and collective their (net) impairment carrying values. analysis performed at each reporting date. The fair values of the trade and The movement of the bad debt allowance account was as follows:
(in millions of €) 2013 2012 2011
Bad debt allowance as of January 1 31 36 29
Addition (recognized in profit or loss) 15 3 11
Usage (10) (8) (4)
Bad debt allowance at December 31 36 31 36

118 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
15. Cash and Cash Equivalents
Cash and cash equivalents were as follows:
(in millions of €) 2013 2012 2011
Deposits with original maturity of three months or less 711 491 89
Cash at banks 363 347 242
Cash on hand 75 82 88
Cash and cash equivalents at December 31 1 149 920 419
Supplemental cash flow information:
(in millions of €) 2013 2012 2011
Non-cash investing and financing activities:
Finance lease obligations incurred for store properties and equipment 12 14 35
Finance lease obligations terminated for store properties and equipment 6 24 2
In 2012, Delhaize America terminated several finance lease agreements resulting from store closings.
16. Equity
Issued capital
2013, There 2012 were and 102 2011, 449 570, respectively 101 921 (par 498 and value 101 of 892 190 Delhaize Group ordinary shares issued and fully paid at December 31, in treasury at December 31, 2013, 2012 and €0.50), 2011, of which 1 200 943, 1 044 135 and 1 183 948 ordinary shares were held dematerialized or registered form, within the limits provided respectively. for by applicable Delhaize law. Group’s Each shareholder ordinary shares is entitled may to be one in vote either for each ordinary share held on each matter submitted to a vote of shareholders.
In to receive, the event on of a a pro-rata liquidation, basis, dissolution or winding up of Delhaize Group, holders of Delhaize Group ordinary shares are entitled Belgian law, the approval of holders any proceeds of Delhaize from the Group sale ordinary of Delhaize shares Group’s is required remaining for assets any future available capital for increases. distribution. Existing Under shareholders of Delhaize Group, are entitled subject to to preferential certain limitations. subscription rights to subscribe to a pro-rata portion of any such future capital increases
Authorized Capital
period As authorized of five years by the expiring Extraordinary in June General 2017, within Meeting certain held legal on May limits, 24, increase 2012, the the Board capital of Directors of Delhaize of Group Delhaize or Group issue convertible may, for a bonds approximately or subscription 10.2 million rights shares. which The might authorized result in increase an increase in capital of capital through by aissuance maximum of of new € 5.1 shares, million, convertible corresponding debt or to warrants, of available may or be unavailable achieved reserves by contributions or of the in cash share or, premium to the extent account. permitted The Board by law, of by Directors contributions of Delhaize in kind Group or by incorporation may, for this increase in capital, limit or remove the preferential subscription rights of Delhaize Group’s shareholders, within certain legal limits. million; In 2013, 2011: Delhaize Group SA issued 528 072 shares of common stock (2012: 29 308; 2011: 336 909) for €16 million (2012: €1 funded by Delhaize €13 million), America, net LLC of € in 8 the million name (2012: and for €0 the million; account 2011: of € the 6 million) optionees representing and net of the issue portion costs. of the subscription price
Share Premium Number of
Recent Capital Increases (in €, except number of shares) Capital (Belgian GAAP)(1) Shares
Capital on January 1, 2011 50 777 641 2 777 608 286 101 555 281
Capital increase as a consequence of the exercise of warrants under the 2002 Stock Incentive Plan 168 454 18 875 623 336 909
Capital on December 31, 2011 50 946 095 2 796 483 909 101 892 190
Capital increase as a consequence of the exercise of warrants under the 2002 Stock Incentive Plan 14 654 1 171 837 29 308
Capital on December 31, 2012 50 960 749 2 797 655 746 101 921 498
Capital increase as a consequence of the exercise of warrants under the 2002 Stock Incentive Plan 264 036 23 899 236 528 072
Capital on December 31, 2013 51 224 785 2 821 554 982 102 449 570
(1) Share premium as recorded in the non-consolidated statutory accounts of Delhaize Group SA, prepared under Belgian GAAP.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 119
Authorized Capital—Status (in €, except number of shares) Maximum Number of Shares Maximum Amount (excluding Share Premium)
Authorized capital as approved at the May 24, 2012 General Meeting with effect as of 10 189 218 5 094 609
June 21, 2012
August 31, 2012—Issuance of warrants under the Delhaize Group U.S. 2012 Stock Incentive Plan (300 000) (150 000)
Balance of remaining authorized capital as of December 31, 2012 9 889 218 4 944 609
May 29, 2013—Issuance of warrants under the Delhaize Group U.S. 2012 Stock Incentive Plan (368 139) (184 070)
November 12, 2013—Issuance of 89 069 warrants under the Delhaize Group U.S. 2012 Stock Incentive Plan, of which 77 832 were cancelled on December 23, 2013 (11 237) (5 618)
Balance of remaining authorized capital as of December 31, 2013 9 509 842 4 754 921
Share Premium
During arising 2011, from the Delhaize possible Group future acquired exercise euro of stock denominated options granted call options to the on employees its own shares of its in non-U. order S. to operating hedge its potential companies. exposure These transaction call options cost met of the requirements of IFRS to qualify as equity instruments and are recognized in share premium at their initial in May 2015 and € May 6 million. 2016, The respectively. first tranche These of the options options expired are automatically in June 2013, exercised and the under second certain and third conditions tranches by will a expire credit institution on behalf of Delhaize Group.
Treasury Shares
In Directors, 2011, at in the an ordinary Ordinary course and Extraordinary of business, to General acquire Meeting, up to 10% the of Delhaize the outstanding Group’s shares shareholders of the Group authorized at a minimum the Board share of price NYSE of Euronext €1.00 and Brussels a maximum during share the 20 price trading not higher days preceding than 20% the above acquisition. the highest The closing authorization price of is the granted Delhaize for five Group years. share Such on authorization defined by legal also provisions relates to on the acquisition acquisition of shares of shares of the of Delhaize Group by Group subsidiaries. by one or several direct subsidiaries of the Group, as In the 2004, open the market, Board in of compliance Directors approved with applicable the repurchase law and subject of up to to € and 200 within million the of the limits Group’s of an outstanding shares or ADRs authorization from time granted to time to in employees. the Board by No the time shareholders, limit has been to satisfy set for exercises these repurchases. under the share-based In 2011, the compensation Board of Directors plans that approved Delhaize the Group increase offers of to the its amount remaining for repurchases under the 2004 repurchases approval to €100 million to satisfy exercises under the stock option plans that Delhaize Group and/or its subsidiaries offer to employees and to hedge certain stock option plan exposures. During million, 2013, representing Delhaize approximately Group SA acquired 0.30% 308 564 Delhaize Group shares (see also Note 32) for an aggregate amount of €14 stock options granted to employees of non-U. of S. Delhaize operating Group’s companies shares (see and Note transferred 21.3). 11 566 shares to satisfy the exercise of Delhaize satisfy the America, exercise LLC of stock repurchased options granted 20 360 Delhaize to U.S. management Group ADRs pursuant (see also to Note the 32) Delhaize in 2013 America and transferred 2000 Stock 160 Incentive 550 ADRs Plan to and the Delhaize America 2002 Restricted Stock Unit Plan.
Since the authorization of the Board in 2011, Delhaize Group SA and its affiliates acquired 613 924 Delhaize Group shares for an aggregate amount of €28 million. As a consequence, at the end of 2013, the management of Delhaize Group SA had a remaining limits of an authorization outstanding authorization for the purchase granted of its to the own Board shares of or Directors ADRs for by the an shareholders. amount up to €72 million subject to and within the At 2013, the representing end of 2013, approximately Delhaize Group 1.17% owned of the 1 200 Delhaize 943 treasury Group shares shares. (including ADRs), of which 872 019 were acquired prior to Delhaize Group ordinary Group shares SA provided on NYSE a Belgian Euronext financial Brussels institution between with December a discretionary 31, 2013 mandate and December to purchase 31, 2016, up to 800 up to 000 a maximum Delhaize aggregate companies. consideration This credit institution of €60 makes million its to decisions satisfy exercises to purchase of stock Delhaize options Group held ordinary by management shares pursuant of its to non-U. the guidelines S. operating set forth regard in to the the discretionary timing of the mandate, purchases. independent The financial of further institution instructions is able from to purchase Delhaize shares Group only SA, when and without the number its influence of Delhaize with Group ordinary shares held by a custodian bank falls below a certain minimum threshold contained in the discretionary mandate.
Retained Earnings
Retained and (ii) the earnings dividend increased declared and in 2013 paid by in € 2013 37 million, ( representing (i) the profit attributable to owners of the parent (€179 million), €142 million).
According until the legal to Belgian reserve law, reaches 5% of the 10% statutory of the capital. net income At December of the parent 31, company 2013, 2012 must and be transferred 2011, each year to a legal reserve
Delhaize Group’s legal reserve

120 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
other amounted than to upon €5 liquidation million and . was recorded in retained earnings. Generally, this reserve cannot be distributed to the shareholders The Delhaize Board Group of Directors SA, including may propose the profit a of dividend the last distribution fiscal year, subject to shareholders to the debt up covenants to the amount (see Note of the 18 distributable .2). The shareholders reserves of at Delhaize Group’s Ordinary Shareholders Meeting must approve such dividends.
Other Reserves
December 31,
(in millions of €) 2013 2012 2011
Discontinued cash flow hedge reserve:
Gross (13) (15) (15)
Tax effect 5 6 6
Cash flow hedge reserve:
Gross — — (6)
Tax effect — — 2
Available for sale reserve:
Gross (6) — 7
Tax effect 1 — (1)
Remeasurement of defined benefit liability reserve:
Gross (65) (78) (62)
Tax effect 23 28 24
Total other reserves (55) (59) (45)
? related Discontinued to securing cash financing flow hedge for reserve: the Hannaford This represents acquisition a by deferred Delhaize loss America, on the and settlement a deferred of gain a hedge related agreement to the 2007 in 2001 debt refinancing (see Note 19). Both the deferred loss and gain are amortized over the life of the underlying debt instruments. ? Cash flow hedge flow hedge instruments reserve: related This reserve to hedged contains transactions the effective that have portion not of yet the occurred cumulative (see net Note change 19) .in During the fair 2012, value Delhaize of cash Group As a result, refinanced the cumulative the $300 million loss on bond the hedging issued in instrument 2009 (see recognized Note 18.1) that in other was comprehensive included in a cash income flow hedge was reclassified relationship. to profit financial or asset loss as or a liability. reclassification adjustment and was not included in the initial cost or other carrying amount of a non-? Available as available for for sale sale. reserve: The Group recognizes in this reserve unrealized fair value changes on financial assets classified ? Remeasurement on plan assets, excluding of defined amounts benefit liability included reserve: in net interest Remeasurements on the net comprise defined benefit (i) actuarial liability gains (asset) and and losses, (iii) any (ii) change the return in the recognized effect of immediately the asset ceiling, in OCI excluding in the period amounts in which included they occur in net (see interest Note on 21.1) the and net defined never reclassified benefit liability into profit (asset) or . loss. They are
Cumulative Translation Adjustment
The cumulative translation adjustment relates to changes in the balance of assets and liabilities due to changes in the functional is currency mainly of impacted the Group’s by the subsidiaries appreciation relative or depreciation to the Group’s of the reporting U.S. dollar currency. and the The Serbian balance dinar in to cumulative the euro. translation adjustment
Non-controlling Interests
Non-controlling Delhaize Group. interests These non-controlling represent third interests party interests are held in by the the equity of fully consolidated companies that are not wholly owned by
Southeastern Europe segment and amounted to €6 million at the end of 2013 (2012: €2 million; 2011: €5 million).
Capital Management
Delhaize maximize Group’s shareholder objectives value, for while managing maintaining capital investment are to safeguard grade credit the Group’s rating, keeping ability to sufficient continue flexibility as a going to execute concern strategic and to projects and reduce the cost of capital.
In capital order to to shareholders, maintain or adjust issue the new capital shares structure and / or and debt optimize or refinance the cost / exchange of capital, existing the Group debt. may, among other things, return dividend policy, as adopted by the Board of Directors in March 2014, is to pay out approximately Further, 35% Delhaize of the group Group’s share new in underlying net profit from continued operations.
Consistent with the objectives noted, the Group monitors its capital structure, by using (i) the equity vs. liability classifications as applied Note 18.4) in . its consolidated financial statements, (ii) debt capacity, (iii) its net debt and (iv) “Net debt to equity” ratio (see

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 121
17. Dividends
On May 23, 2013, the shareholders approved the payment gross of a dividend gross dividend of of €1.40 per share (€1.05 per share after deduction of the 25% Belgian withholding tax) or a total of a gross dividend €143 million of (including the dividend on treasury shares). On May 24, 2012, the shareholders approved the gross payment dividend of €1.76 per share (€1.32 per share after deduction of the 25% Belgian withholding tax) or a total €179 million.
With of ordinary respect shares to the against financial coupon year 2013, no. 52 the on Board June of 2, Directors 2014. This proposes dividend a gross is subject dividend to approval of €1.56 by per shareholders share to be at paid the to Ordinary owners financial Shareholders’ statements Meeting prepared of May under 22, 2014 IFRS .and, The therefore, financial year has 2013 not been dividend, included based as on a the liability number in Delh of shares aize Group’s issued consolidated at March 12, 2014, is €160 million. The payment of this dividend will not have income tax consequences for the Group.
Group As a result may have of the to potential issue new exercise ordinary of shares, warrants to issued which under payment the in Delhaize 2014 of Group the 2013 2002 dividend and 2012 is entitled, Stock between Incentive the Plans, date the of adoption of the annual accounts by the Board of Directors and at the this date Ordinary of their approval by the Ordinary Shareholders’ Meeting of shares May entitled 22, 2014 to. the The 2013 Board dividend of Directors and will will submit communicate at this meeting the aggregate Shareholders’ final amount Meeting of the dividend the aggregate for approval number . The of annual could be statutory issued between accounts March of Delhaize 12, 2014, Group and SA May for 22, 2013 2014, will assuming be modified that accordingly all vested. warrants The maximum were to number be exercised, of shares is which 2 630 non 597- . vested This would warrants result at in March an increase 12, 2014 in the amounted total amount to 453 to 155, be distributed representing as a dividends maximum to additional a total of € dividend 4 million to . Total be distributed outstanding of €1 million.

122 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
18. Financial Liabilities
18.1 Long-term Debt
Delhaize interest rate Group and manages currency swaps its debt . The and Group overall finances financing its strategies daily working using capital a combination requirements, of short, when medium necessary, and long through -term the debt use and of its interest various at the committed inter-bank and offering uncommitted rate at lines the borrowing of credit. date The plus short a and pre- set medium margin -term . Delhaize borrowing Group arrangements also has a generally treasury notes bear program available.
The transaction carrying costs values and of including long-term fair value debt (excluding hedge accounting finance adjustments leases, see were Note as 18 follows: .3), net of discounts and premiums, deferred
December 31,
Nominal Interest
(in millions of €) Rate Maturity Currency 2013 2012 2011
Senior notes, unsecured 5.70% 2040 USD 421 438 445
Debentures, unsecured 9.00% 2031 USD 195 204 208
Notes, unsecured 8.05% 2027 USD 50 52 53
Senior fixed rate bonds(1) 3.125% 2020 EUR 396 397 —
Senior notes(1) 4.125% 2019 USD 212 232 —
Retail bond, unsecured 4.25% 2018 EUR 400 400 400
Bonds, unsecured 6.50% 2017 USD 325 339 345
Senior notes 7.06% 2016 USD 6 6 6
Mortgages payable 8.25% 2016 USD 1 1 2
Notes, unsecured(1) 5.625% 2014 EUR 219 229 541
Senior notes, unsecured(1) 5.875% 2014(3) USD — 75 231
Other debt 4.58% to 7% 2014 to 2031 USD 14 15 14
Bonds, unsecured(2) 5.10% 2013 EUR — 80 80
Floating term loan, unsecured LIBOR 6m+45bps 2012 USD — — 87
Bank borrowings EUR — 1 1
Total non-subordinated borrowings 2 239 2 469 2 413
Less current portion (228) (156) (88)
Total non-subordinated borrowings, non-current 2 011 2 313 2 325
(1) Notes are part of hedging relationship (see Note 19) and refinancing transactions that took place in 2012 (see below).
(2) Bonds issued by Delhaize Group’s Greek subsidiary Alfa Beta.
(3) Redeemed in 2013 (see below).
December The interest 31, rate 2013, on 2012 long-term and debt 2011, (excluding respectively. finance These leases, interest see rates Note were 18.3) calculated was on considering average 4.2%, the interest 4.4% and rate 5.0% swaps at discussed in Note 19.
Delhaize short-term Group notes has (commercial a multi-currency paper) and treasury medium-term note program notes in in Belgium. amounts Under up to this program, Delhaize Group may issue both €500 million, or the equivalent thereof in other eligible currencies. No notes were outstanding at December 31, 2013, 2012 and 2011.
Refinancing of Long-term Debts
In underlying 2013, Delhaize cross-currency Group redeemed swap. The the redemption remaining did $99 not million have a of significant the $300 impact million on 5.875% the 2013 senior net notes income. due 2014, as well as the In due 2012, 2019. Delhaize The senior Group notes issued were $ issued 300 million at a discount aggregate of 0.193% principal on amount their principal of senior amount. notes with The an offering annual of interest the notes rate was of made 4.125% to qualified Commission investors (SEC), pursuant and are to not an listed effective on any registration stock exchange. statement At filed the by same Delhaize time, Group the Group with completed the U.S. Securities a tender and offer Exchange for cash prior The net to maturity proceeds of of up the to € debt 300 million issuance aggregate were used principal in part amount to fund of the its outstanding partial repurchase €500 million of these 5.625% senior senior notes notes for due a nominal 2014. amount of €191 million, at a price of 108.079%.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 123
Simultaneously, Delhaize Group entered into (i) matching cross-currency interest rate swaps to hedge the Group’s exposure to changes in the million) fair value and of the interest 4.125% payments notes due (both 2019, variable), and (ii) to cover the foreign swaps, currency exchanging exposure the principal (economic amount hedge) ($300 . See million Note for 19 €225 for additional information on the hedge accounting applied.
In 2012, Delhaize Group also issued €400 million senior fixed rate bonds due 2020, at an annual coupon of 3.125%, issued at 99.709% of their principal amount. Delhaize Group entered into matching interest rate swaps to hedge €100 million of the Group’s exposure to changes in the fair value of the 3.125% bonds due to variability in market interest rates (see Note 19).
The net proceeds of the issuance were primarily used to fund the following tender offers:
? In 2012, Delhaize Group completed a secondnotes tender at offer a price for cash of 107.740%. and purchased Following an aggregate the completion nominal of both amount offers, of €94 an million of the above mentioned €500 million aggregate nominal amount of €215 million of the notes remained outstanding.
? notes Simultaneously, due 2014 the and Group purchased also completed $201 million an offer of the for tendered cash for any notes and at all a of purchase its outstanding price of $ 300 105.945%. million 5.875% Following senior the Group completion exercised of the its tender, right to an redeem aggregate these nominal remaining amount outstanding of $99 million notes of (completed the notes in remained 2013). outstanding for which Delhaize These refinancing transactions did not qualify as a debt modification and resulted in the derecognition of existing notes and recognition of new notes (see also Note 29.1).
Both Delhaize the € Group 400 million to repurchase and $300 the million notes notes in cash issued for in an 2012 amount contain equal a to change 101% of of control their aggregated provision allowing principal their amount holders plus to accrued require and unpaid interest thereon, if any, upon the occurrence & Poor’s of both within (i) a 60 change days in of control Delhaize and Group´s (ii) a downgrade public announcement of the rating of of the the notes occurrence by the of rating the change agencies of control. Moody’s and Standard
Issuance of new Long-term Debts
During 2013, Delhaize Group did not issue any long-term debts.
In 2011, Delhaize Group completed the public offering of a 7-year 4.25% retail bond in Belgium and in the Grand Duchy of repayment Luxembourg of for long-term a total amount and short-term of €400 debt million. assumed The majority as part of of the the proceeds Delta Maxi of acquisition. the retail bond were used for the voluntarily early cash The bonds for an contain amount aequal change to 101% of control of the provision aggregate allowing principal their amount holders of to the require bonds Delhaize plus accrued Group and to unpaid repurchase interest their thereon bonds (if in Delhaize any), upon Group the occurrence or if a majority of (i) of the the acquisition members by of the an offeror Board of of Directors more than of 50% Delhaize of the Group ordinary no shares longer are or other so-called voting continuing rights of directors two rating and agencies. (ii) 60 days after the change in control described under (i), there is a downgrade of the rating of Delhaize Group by
Repayment of Long-term Debts
In 2013, €80 million unsecured bonds issued by Delhaize Group’s subsidiary Alfa Beta matured and were repaid.
In 2012, the $113 million floating term loan issued in 2007 by the Group matured and was repaid.
Defeasance of Hannaford Senior Notes
In escrow 2003, account Hannaford to satisfy invoked the the remaining defeasance principal provisions and of interest several payments of its outstanding due on these senior notes notes (see and Note placed 11) sufficient . As a result funds of in this an defeasance, Hannaford is no longer subject to the negative covenants contained in the agreements governing the notes.
As of December 31, 2013, 2012 and 2011, $8 million (€6 million) $10 in million aggregate ( principal amounts of the notes were outstanding. At million), December respectively, 31, 2013, were 2012 recorded and 2011, in investment restricted securities in securities of on the balance €7 million), sheet (see $11 Note million 11) (.€ 8 million) and $12 million (€9
Long-term Debt by Currency, Contractually Agreed Payments and Fair values
follows: The main currencies in which Delhaize Group’s long-term (excluding finance leases, see Note 18.3) debt are denominated are as
December 31,
(in millions of €) 2013 2012 2011
U.S. dollar 1 224 1 362 1 391
Euro 1 015 1 107 1 022
Total 2 239 2 469 2 413

124 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
The following table summarizes the contractually agreed (undiscounted) interest payments and repayments of principal of Delhaize account: Group’s non-derivative financial liabilities, excluding any hedging effects and not taking premiums and discounts into
(in millions of $) 2014 2015 2016 2017 2018 Thereafter Fair Value
Fixed rates
Senior Notes due 2016 — — 9 — — — 10
Average interest rate — — 7.06% — — —
Interest due 1 1 — — — —
Bonds due 2017 — — — 450 — — 509
Average interest rate — — — 6.50% — —
Interest due 29 29 29 15 — —
Notes due 2019 — — — — — 300 309
Average interest rate — — — — — 4.13%
Interest due 12 12 12 12 12 7
Notes due 2027 — — — — — 71 78
Average interest rate — — — — — 8.05%
Interest due 6 6 6 6 6 48
Debentures due 2031 — — — — — 271 328
Average interest rate — — — — — 9.00%
Interest due 24 24 24 24 24 306
Notes due 2040 — — — — — 827 789
Average interest rate — — — — — 5.70%
Interest due 47 47 47 47 47 1 037
Mortgage payable — — 1 — — — 1
Average interest rate — — 8.25% — — —
Interest due — — — — — —
Other debt 12 1 — — — 7 20
Average interest rate 5.27% 0.00% — — — 7.00%
Interest due 1 — — — — 6
Total $ cash flows 132 120 128 554 89 2 880 2 044
Total cash flows translated
in millions of € 96 88 94 402 65 2 087 1 482
(in millions of €) 2014 2015 2016 2017 2018 Thereafter Fair Value
Fixed rates
Notes due 2014 215 — — — — — 220
Average interest rate 5.63% — — — — —
Interest due 12 — — — — —
Retail Bond due 2018 — — — — 400 — 430
Average interest rate — — — — 4.25% —
Interest due 17 17 17 17 17 —
Senior Notes due 2020 — — — — — 400 410
Average interest rate — — — — — 3.13%
Interest due 13 13 13 13 13 25
Total € cash flows 257 30 30 30 430 425 1 060
Total cash flows in € 353 118 124 432 495 2 512 2 542
the In the earliest event period where a in counterparty which Delhaize has a Group choice can of when be required an amount to pay. is paid Delhaize (e.g., on Group demand is managing deposits), its the liquidity liability risk is allocated based on to contractual maturities.
The for which fair values an active of the market long-term exists debt (Level (excluding 1). The finance fair values leases, of long-term see Note debts 18.3) that have are been classified determined as Level using 2 (non-public their quoted debt prices or debt remaining for which maturities there offered is no to active the Group market) and have its subsidiaries. been estimated using rates publicly available for debt of similar terms and
(in millions of €) Level 1 Level 2 Total
Fair value hierarchy of long-term debt 2 519 23 2 542

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 125
Collateralization
The portion of Delhaize Group’s long-term debt that was collateralized by mortgages and security charges granted or irrevocably promised at December on Delhaize 31, 2011. Group’s assets was €22 million at December 31, 2013, €23 million at December 31, 2012 and €37 million collateral At December for mortgages. 31, 2013, 2012 and 2011, €35 million, €39 million and €56 million, respectively, of assets were pledged as
Debt Covenants for Long-term Debt
above. Delhaize While Group these is subject long-term to certain debt instruments financial and contain non-financial certain accelerated covenants repayment related to the terms, long-term as further debt described instruments below, indicated none contain none of accelerated the debt covenants repayment restrict clauses the ability that are of subsidiaries subject solely of Delhaize to changes Group in the to transfer Group’s funds credit to rating the parent. (“rating event”). Further, ( Indentures $) and the covering retail bond the due notes in 2018 due in ( 2014 (€), 2017 ($), 2019 ($), 2020 (€), 2027 ($) and 2040 ($), the debentures due in 2031 negative pledge, liens, sale and leaseback, €) contain merger, customary transfer provisions of assets related and divestiture. to events of The default 2014 as ( well as restrictions in terms of and 2040 ($) notes and the 2018 ( €), 2017 ($), 2019 ($), 2020 (€) amount not in excess of 101% of the € )outstanding bonds also principal contain amount a provision thereof granting in the their event holders of a change the right of control to early in repayment combination for with an a rating event.
At December 31, 2013, 2012 and 2011, Delhaize Group was in compliance with all covenants for long-term debt.
18.2 Short-term Borrowings
Short-term Borrowings by Currency
December 31,
(in millions of €) 2013 2012 2011
Euro — — 45
Other currencies — — 15
Total — — 60
The carrying amounts of short-term borrowings approximate their fair values.
Short-term credit facilities
In multi-currency, 2011, Delhaize unsecured Group and certain of its subsidiaries, including Delhaize America, LLC, entered into a €600 million, five-year revolving credit facility agreement (the “RCF Agreement”).
U.S. Entities
Delhaize America, LLC had no outstanding borrowings under this agreement as of December 31, 2013, 2012 and 2011.
Under daily borrowing the RCF during Agreement, 2012 Delhaize and no average America, daily LLC borrowings had no average during daily 2011. borrowings In addition during to the 2013, RCF Agreement, $1 million (€ Delhaize 1 million) America, average LLC million had ( a committed credit facility exclusively to fund letters of credit of $35 million (€25 million) of which approximately $13 million) and €9 million) $16 million was drawn ( for issued letters of credit as of December 31, 2013, compared to an outstanding of $12 million (€9 €13 million) as of December 31, 2012 and 2011, respectively.
Further, Delhaize America, LLC has periodic short-term borrowings under uncommitted credit facilities that are available at the lenders’ may also discretion be used to and fund these letters facilities of credit. were As $ of 100 December million (€ 31, 73 million) 2013, 2012 at December and 2011, 31, Delhaize 2013, of America, which $ LLC 35 million had no (€borrowings 25 million) outstanding under such arrangements but used in 2012 and 2011 $5 million (€4 million) to fund letters of credit.
European Entities
At of December 31, 2013, 2012 and 2011, the Group’s European entities together had credit facilities (committed and uncommitted) €895 million (of which €725 million of committed credit facilities and including the €600 million RCF Agreement: see above), €846 million and €864 million, respectively.
Borrowings margin, or based under on these market facilities quotes generally from banks. bear In interest Europe, at Delhaize the inter-bank Group offering had no outstanding rate at the borrowing short-term date bank plus borrowings a pre-set at the end of 2013 and 2012, compared to €60 million at December 31, 2011, with an average interest rate of 2.95%. During 2013, the Group’s European entities had €1 million average daily borrowings at an average interest rate of 10.97%.
An approximately amount of €45 million uncommitted credit facilities was exclusively available to issue bank guarantees, of which December 31, 2011) €34 million . was outstanding as of December 31, 2013 (€11 million at December 31, 2012 and €10 million at

126 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Debt Covenants for Short-term Borrowings
various The RCF financial Agreement and of non-financial €600 million covenants. and the € 125 The million agreements committed contain European customary bilateral provisions credit related facilities to require events maintenance of default and of negative affirmative pledge, and negative liens, indebtedness covenants applicable of subsidiaries, to Delhaize sale of Group. assets and The mergers, negative as covenants well as minimum contain restrictions fixed charge in coverage terms of subsidiaries ratios and maximum of Delhaize leverage Group to ratios transfer based funds on to non-GAAP the parent. measures. None of the debt covenants restrict the abilities of At borrowings. December 31, 2013, 2012 and 2011, Delhaize Group was in compliance with all covenants conditions for short-term bank
18.3 Leases
item. The classification When assessing of a lease the classification agreement of depends a lease on agreement, the allocation certain of risk estimates and rewards and assumptions incidental to need the to ownership be made of and the applied, leased of which the likelihood include, but of are exercising not limited options to, the and determination estimation of of the the fair expected value of lease the lease term property. and minimum lease payments, the assessment
Delhaize Group as Lessee—Finance and operating lease commitments
As arrangements. detailed in Various Note 8, properties Delhaize leased Group are operates (partially a or significant fully) subleased number to third of its parties, stores where under the finance Group and is therefore operating acting lease as a renewal lessor options (see further ranging below) from . Lease 3 to 30 terms years. (including reasonably certain renewal options) generally range from 1 to 45 years with The schedule below provides the future69 minimum million, due lease over payments the term of of non-cancellable our continued operations, subleases, as which of December were not 31, reduced 2013: by expected minimum sublease income of €
Continued operations
(in millions of €) 2014 2015 2016 2017 2018 Thereafter Total
Finance leases
Future minimum lease payments 113 101 92 80 72 607 1 065
Less amount representing interest (54) (52) (46) (41) (36) (281) (510)
Present value of minimum lease payments 59 49 46 39 36 326 555
Of which related to closed store lease obligations 6 6 6 5 4 35 62
Operating leases
Future minimum lease payments (for non-cancellable leases) 269 240 196 155 121 559 1 540
Of which related to closed store lease obligations 21 18 16 14 11 47 127
guarantees Following the for closing a number of Delhaize of existing Group’s operating agreed or finance sale of lease Sweetbay, contracts, Harveys which and are Reid’s disclosed (see in Note Note 5), 34. the Lease Group commitments will provide that will be transferred to the buyer are not included in the table above.
The respectively. average The effective fair value interest of the rate finance for finance lease leases obligations was 11.4%, has been 11.6% determined and 11.8% using at discounted December cash 31, 2013, flow models 2012 and using 2011, the lease terms and cost of debt as the main inputs and have been categorized as Level 2.
The fair value of the finance lease obligations amounted to €709 million (at an average market rate of 5.0%), €842 million (5.1%) and €1 016 million (4.5%) at December 31 2013, 2012 and 2011, respectively.
The Group’s obligation under finance leases is secured by the lessors’ title to the leased assets.
Rent rent expense payments, under including operating scheduled leases rent was increases, are recognized on a straight-line basis over the minimum lease term. Total which €321 million (of which €28 million related to discontinued operations), €326 million (of 2013, 2012 €37 million and 2011, related respectively. to discontinued Rent expenses operations) are and predominantly €308 million included (of which €32 million related to discontinued operations) in in “Selling, general and administrative expenses”.
Certain insignificant lease in 2013, agreements 2012 and also 2011. include contingent rent requirements which are generally based on store sales and were Sublease payments received and recognized into income were €21 million in 2013 and 2012 and €16 million in 2011.
Delhaize corresponding Group lease signed terms lease as well agreements as the renewal for additional options generally store facilities range under from 10 construction to 30 years. at Total December future 31, minimum 2013. lease The payments for these agreements relating to stores under construction were approximately €27 million.
Provisions for €113 million, €107 million and €46 million at December 31, 2013, 2012 and 2011, respectively, representing the discounted value of remaining lease payments, net of expected sublease income, for closed stores, were included in “Closed

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 127
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.
Delhaize Group as Lessor – Expected Finance and Operating Lease Income
have Delhaize been Group sub-leased occasionally to other acts parties, as a lessor and retail for certain units in owned Delhaize or Group leased shopping property, centers mainly in or connection within a Delhaize with closed Group stores store. that At December as finance leases. 31, 2013, the Group did not enter into any lease arrangements with independent third party lessees that would qualify
Rental income is included in “Other operating income” in the income statement.
The December undiscounted 31, 2013 expected can be summarized future minimum as follows: lease payments to be received under non-cancellable operating leases as at
(in millions of €) 2014 2015 2016 2017 2018 Thereafter Total
Future minimum lease payments to be received 38 23 15 7 5 22 110
Of which related to sub-lease agreements 20 16 11 4 3 15 69
The excludes total amount expected of future €110 million sub-lease represents expected future lease income to be recognized as such in the income statement and
Note 20.1). payments to receive in relation to stores being part of the “Closed store provision” (see
Contracts including contingent rent clauses are insignificant to the Group.
18.4 Net Debt
Net derivative debt is financial defined assets, as the non-current investments financial in securities liabilities, and term plus deposits, current financial and cash liabilities and cash and equivalents. derivative financial liabilities, minus
December 31,
(in millions of €) Note 2013 2012 2011
Non-current financial liabilities 18.1, 18.3 2 507 2 925 3 014
Current financial liabilities 18.1, 18.2, 18.3 291 218 209
Derivative liabilities 10.2, 19 11 14 20
Derivative assets 10.2, 19 (41) (61) (58)
Investments in securities—non current 11 (8) (11) (13)
Investments in securities—current 11 (126) (93) (93)
Term deposits—current 12 (12) — —
Cash and cash equivalents 15 (1 149) (920) (419)
Net debt 1 473 2 072 2 660
Net debt to equity ratio 29.0% 39.9% 49.1%
The following table summarizes the movement of net debt during 2013:
(in millions of €)
Net debt at January 1, 2013 2 072
Free cash flow (669)
Adjustment for net cash received from derivative instruments (included in free cash flow) 23
Exercise of stock options and warrants (12)
Purchase of treasury shares 15
Dividends paid 142
Net debt after cash movements 1 571
Amounts classified as held for sale (50)
Other non-cash movements (5)
Foreign currency impact (43)
Net debt at December 31, 2013 1 473

128 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
18.5 Free cash flow
Free cash flow is defined as cash flow before financing activities, investments in debt securities and term deposits and sale and
maturity of debt securities and term deposits and can be summarized as follows:
(in millions of €) 2013 Net cash provided by operating activities 1 185 Net cash used in investing activities (572) Net investment in debt securities and term deposits 56 Free cash flow 669 The use of free cash flow can be detailed as follows: (in millions of €) 2013 Inflow: Free cash flow 669 Proceeds from the exercise of share warrants and stock options 12 Outflow: Repayments of long-term loans (including lease obligations), net (213) Dividends paid (142) Investment in debt securities, net (43) Purchase of treasury shares (15) Investment in term deposits, net (13) Settlement of derivative instruments (1) Cash movement before translation 254 Foreign currency translation (on cash portion) (28) Net increase in cash and cash equivalents 226 19. Derivative Financial Instruments and Hedging The Group enters into derivative financial instruments with various counterparties, principally financial institutions with investment grade credit ratings. The valuation methods for the fair values of derivative financial instruments are disclosed in Note 10.1. The fair values of derivative assets and liabilities are summarized below:
December 31,
2013 2012 2011
(in millions of €) Assets Liabilities Assets Liabilities Assets Liabilities
Interest rate swaps 27 3 60 4 57 —
Cross-currency swaps 14 8 1 10 1 20
Total 41 11 61 14 58 20
Delhaize Group does not enter into derivative financial instrument arrangements for speculation / trading, but for hedging (both economic and accounting) purposes only. As the Group currently holds no derivatives where net settlement has been agreed, the following table indicates the contractually agreed (undiscounted) gross interest and principal payments associated with derivative financial instruments (assets and liabilities) at December 31, 2013:
1—3 months 4—12 months 2015 2016 and beyond
(in millions of €) Principal Interest Principal Interest Principal Interest Principal Interest
Interest rate swaps being part of a fair value hedge relationship Inflows — 3 — 21 — 12 — 47 Outflows — (3) — (6) — (8) — (29) Interest rate swaps without a designated hedging relationship Inflows — 1 — 17 — — — — Outflows — (1) — (4) — — — — Cross-currency interest rate swaps without a designated hedging relationship Inflows 17 4 500 6 — 6 217 19 Outflows (18) (4) (486) (5) — (5) (225) (18) Total Cash Flows (1) — 14 29 — 5 (8) 19

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 129
Interest Rate Swaps
Fair value hedges:
In Group 2007, to Delhaize changes in Group the fair issued value € due 500 to million changes senior in market notes with interest a 5.625% rates (see fixed Note interest 18.1) rate . In order and a to 7-year hedge term, that risk, exposing Delhaize the these America, interest LLC swapped 100% of the proceeds to a EURIBOR 3-month floating rate for the 7-year term. The maturity dates of transactions were rate designated swap arrangements and qualify for (“hedging hedge accounting instrument”) in accordance match those with of IAS the 39, underlying and were debt documented (“hedged as item”) a fair .value The hedge. Group The aim of the hedge is to transform the fixed rate notes into variable interest debt (“hedged risk”). In 2012, Delhaize proportionally refinanced discontinued in total the €285 hedge million accounting of these for € 500 the tendered million senior amounts. notes (see Note 18.1). The Group prospectively and In 2012, Delhaize Group issued $300 million senior notes (see Note 18.1) with a 4.125% fixed interest rate due 2019 (“hedged that item”) risk, , exposing Delhaize the Group Group entered to changes into matching in the fair interest value due rate to swaps changes and in swapped market interest 100% of rates the proceeds (“hedged risk”) of the . In bond order to a to LIBOR hedge 3-months floating rate for the 7-year term (“hedging instrument”).
Furthermore, 2020 in 2012 Delhaize Group also issued €400 million senior notes (see Note 18.1) with a 3.125% fixed interest rate due Delhaize (“hedged Group item”) partially , exposing hedged the this Group exposure to changes through an in the interest fair value rate swap due to (3-months changes EURIBOR in market floating interest rate) rates with (“hedged a nominal risk”) of. € value 100 million hedges. and a maturity equal to the maturity of the bond. The Group designated and documented these transactions as fair Hedge relationships. effectiveness The testing for did fair not value result hedges in any is material tested ineffectiveness. using regression Changes analysis. in fair Credit values risks on are the not hedging part instruments of the hedging and hedged items were recognized in the income statement as finance costs as follows (see Note 29.1):
December 31,
(in millions of €) Note 2013 2012 2011
Losses (gains) on
Interest rate swaps (“hedging instruments”) 29.1 22 (6) 5
Related debt instruments (“hedged risks”) 29.1 (22) 3 (5)
Total — (3) —
Economic hedges:
Following hedge accounting the refinancing (see above, transaction swapping in 2012, a fixed €285 interest million rate of of the 5.775% initial 2014 for EURIBOR €500 million 3-month fair value floating hedge rate) no and longer in addition, qualified the for notional Group entered amount into of an interest rate swap maturing in 2014 in order to offset the changes in future interest cash flows on a EURIBOR 3-months, € 191 resulting million from on the which hedging the Group instrument pays entered a fixed into interest in 2007 rate (see of 1.80% above) .and receives a floating interest rate
Discontinued cash flow hedges: for In 2001, the Hannaford the Group recorded acquisition a deferred by Delhaize loss ($ America. 16 million) In on 2007, the settlement as a result of aof hedge the agreement debt refinancing related and to securing the consequent financing discontinuance of the hedge accounting, Delhaize Group recorded a deferred gain (€2 million). Both the deferred gain/loss were recorded which matures in OCI in (“discontinued 2031 and 2017, cash respectively. flow hedge reserve”) and amortized to finance costs over the term of the underlying debt,
Currency Swaps
The Group uses currency swaps to manage some of its currency exposures.
Cash flow hedge:
Delhaize Delhaize Group Group issued to currency in 2009 risk a on $300 dollar million bond with a 5.875% fixed interest rate and a 5-year term (“hedged item”), exposing of the proceeds to a euro fixed rate liability cash with flows a 5-year (“hedged risk”). In order to hedge that risk, Delhaize Group swapped 100% the interest payment dates, and the dollar flows (interest term and principal) (“hedging of instrument”) the hedging . The instrument, maturity match dates, those the dollar of the interest underlying rate, debt. and historically The transactions reflected were in designated the financial and statements qualified for of hedge Delhaize accounting Group in as accordance a cash flow with hedge. IAS 39, Delhaize and were Group documented tested effectiveness by comparing the movements in cash flows of the hedging instrument with those of a “hypothetical derivative” exception representing of counterparty the “perfect hedge”. credit risk, The which terms the of Group the hedging monitored instrument closely. and the hypothetical derivative were the same, with the In 18.1), 2012, the following Group discontinued the refinancing hedge and accounting exercise of prospectively early redemption and option recycled on the the outstanding $300 million amount senior notes from the due cash 2014 flow (see hedge Note reserve related to those transactions to profit and loss (see Note 29.1).

130 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Economic hedges: hedges Delhaize . Those Group contracts entered into are other generally currency entered swap into contracts, for periods which consistent are not designated with currency as cash transaction flow, fair exposures value or net where investment hedge does accounting not designate is not necessary, and document as the such transactions transactions naturally as hedge offset accounting the exposure relationships hedged .in profit or loss. Consequently, the Group In 2012, and simultaneously to entering into interest rate swaps for the 4.125% $300 senior million notes for due 2019 (see above), the Group also entered into cross-currency swaps, exchanging the principal amount notes ( . €225 million) and interest payments (both variable), to cover the foreign currency exposure of these senior In 2007, ( Delhaize Group’s U.S. operations also payments entered into (both cross variable), -currency in interest order to rate cover swaps, the exchanging foreign currency the principal exposure amounts of the €entity 500 million in connection for $670 with million) the and transaction interest described above. Delhaize Group did not apply hedge accounting to this loan transaction . because these swaps constitute an economic hedge with Delhaize America, LLC’s underlying €500 million term intercompany Delhaize Group loans also denominated enters into in foreign currencies currency other swaps than its with reporting various currency commercial . banks to hedge foreign currency risk on The table below indicates the principal terms of the currency swaps outstanding at December 31, 2013. Changes in fair value of these swaps are recorded in “Finance costs” in the income statement:
(in millions) Foreign Currency Swaps
Year Trade Date Year Expiration Date Amount Received from Bank at Trade Date, and to be Delivered to Bank at Expiration Date Interest Rate Amount Delivered to Bank at Trade Date, and to Receive from Bank at Expiration Date Interest Rate Fair Value Dec. 31, 2013 (€) Fair Value Dec. 31, 2012 (€) Fair Value Dec. 31, 2011 (€)
12m EURIBOR 12m LIBOR
2013 2014 €18 $24 (1) — —
+3.79% +3.85%
3m EURIBOR 3m LIBOR
2012 2019 €225 $300 (7) 1 —
+2.06% +2.31%
12m EURIBOR 12m LIBOR
2012 2013 €30 $40 — — —
+3.77% +3.85%
12m EURIBOR 12m LIBOR
2012 2013 €1 $1 — — —
+4.30% +4.94%
12m EURIBOR 12m LIBOR
2011 2012 €12 $17 — — 1
+4.83% +4.94%
2009 2014 €76 6.60% $100 5.88% — (4)(1) (11)
3m LIBOR 3m EURIBOR
2007 2014 $670 €500 14 (6) (9)
+0.98% +0.94%
(1) As million of December senior notes 31, due 2012, 2014, $100 the million/ remaining €76 million outstanding remained amount outstanding of this swap from was the $ unwound 300 million/ and €228 settled million on January currency 3, swap. 2013. Following the redemption on the $300
The Group reduces its credit and liquidity risk in connection with derivative financial instruments by entering into ISDA master agreements, the impact of these agreements is disclosed in Note 10.2.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 131
20. Provisions
December 31,
(in millions of €) Note 2013 2012 2011
Closed stores: 20.1
Non-current 94 89 37
Current 19 18 9
Self-insurance: 20.2
Non-current 84 90 89
Current 49 52 54
Pension benefit and other post-employment benefits: 21
Non-current 110 132 93
Current 9 10 3
Other: 20.3
Non-current 67 64 73
Current 13 8 10
Total provisions 445 463 368
Non-current 355 375 292
Current 90 88 76
20.1 Closed Store Provisions
primarily Delhaize of Group records closed store provisions for present obligations in connection with store closing activities, which consist best estimate provisions of the expected for onerous expenditures contracts and required severance to settle (“termination”) the present costs. obligation The amounts at balance recognized sheet date reflect and management’s requires the application lease, the creditworthiness of judgment and of estimates the sub-lessee that could or the be success impacted when by negotiating factors such any as early the termination discount rate of applied, lease agreements. the ability Most to sub of—Consequently, the factors are the significantly cash flows dependent projected, on and general the risk economic reflected in conditions those, might and change, the interrelated if applied demand assumptions for commercial change. property. Most lease obligations terms ranging recognized from 1 to relate 22 years. to onerous The average lease remaining contracts, lease predominantely term for closed for stores stores located was 6 years in the at U. December S., with remaining 31, 2013. The following table reflects the activity related to closed store provisions:
(in millions of €) 2013 2012 2011
Closed store provision at January 1 107 46 44
Additions:
Store closings—lease obligations 54 131 3
Store closings—other exit costs 5 12 —
Update of estimates (5) (15) 5
Interest expense (unwinding of discount) 8 7 4
Acquisition through business combination — — 2
Utilization:
Lease payments made (32) (27) (12)
Lease terminations (11) (42) —
Payments made for other exit costs (7) (13) (1)
Transfer from (to) other accounts (1) 11 —
Currency translation effect (5) (3) 1
Closed store provision at December 31 113 107 46
In of 2013, 43 stores Delhaize in the Group United recognized States (of which an additional 24 Sweetbay amount stores), of €59 5 million in Southeastern for closed Europe store provisions and 4 in Belgium. in connection In 2012, with additions the closure to the underperforming store closing Maxi provisions stores) (see of €143 Note million 28). were recorded for the closing of 162 stores (mainly 126 in the U.S. and 31 The “Other exit costs” primarily relate to termination benefits.
During U.S. and 2013 to a and lesser 2012, degree Delhaize in Bulgaria. Group paid €11 million and €42 million, respectively, of lease termination fees, primarily in the

132 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
The following table presents a reconciliation of the number of closed stores included in the closed store provision:
Number of Closed Stores
Balance at January 1, 2011 103
Store closings added 16
Stores sold/lease terminated (19)
Balance at December 31, 2011 100
Store closings added 162
Stores sold/lease terminated (85)
Balance at December 31, 2012 177
Store closings added 52
Stores sold/lease terminated (63)
Balance at December 31, 2013 166
Expenses relating to closed store provisions were recorded in the income statement as follows:
(in millions of €) Note 2013 2012 2011
Other operating expenses 28 8 126 6
Interest expense included in “Finance costs” 29.1 5 6 3
Results from discontinued operations 5.3 49 3 3
Total 62 135 12
20.2 Self-insurance Provisions
Delhaize pharmacy Group’s claims up U. to S. certain operations retentions are self-insured and holds excess-insurance for their workers’ contracts compensation, with external general insurers liability, for any vehicle costs accident in excess and of these but not retentions. reported. The The self-insurance assumptions liability used in is the determined development actuarially, of the based actuarial on claims estimates filed and are an based estimate upon of historical claims incurred claims experience, including the average monthly claims and the average lag time between incurrence and payment.
The maximum retentions, including defense costs per occurrence, are: ? $1.0 million per accident for workers’ compensation; ? $3.0 million per occurrence for general liability; ? $2.0 million per accident for vehicle accident; and ? $5.0 million per occurrence for pharmacy claims.
Our $5 million property for Zone insurance A flood in losses the U. and S. $ includes 2.5 million self-insured for all other retentions losses. per occurrence of $15 million for named windstorms, Delhaize disability. Group The self-insurance is also self-insured liability for in claims the U. incurred S. for health but not care, reported which is based includes on medical, available pharmacy, information dental and considers and short-term annual actuarial evaluations of historical claims experience, claims processing procedures and medical cost trends.
The movements of the self-insurance provision were as follows:
(in millions of €) 2013 2012 2011
Self-insurance provision at January 1 142 143 121
Expense charged to earnings 174 190 168
Claims paid (177) (188) (151)
Currency translation effect (6) (3) 5
Self-insurance provision at December 31 133 142 143
Actuarial patterns, claim estimates settlement are judgmental patterns or and legislation. subject Management to uncertainty, believes due to, that among the assumptions many other used things, to changes estimate in the claim self-insurance reporting provision at the balance are reasonable sheet date. and Nonetheless, represent management’s it is in the nature best of estimate such estimates of the expenditures that the final required resolution to settle of some the of pr esent the claims obligation may require that cannot making be reasonably significant expenditures estimated. Future in excess cash flows of the (currently existing provisions estimated over to last an until extended 2030) are period discounted and in a with range period of amounts specific discount rates.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 133
20.3 Other Provisions
The (non-closed-store other provisions related), mainly but consist also include of long-term amounts incentives, for asset early removal retirement obligations plans, and legal provisions provisions for and litigation. onerous The lease movements contracts of the other provisions were as follows:
(in millions of €) 2013 2012 2011
Other provisions at January 1 72 83 38
Acquisitions through business combinations — — 43
Expense charged to profit and loss 13 6 6
Payments made (10) (17) (4)
Transfer (to) from other accounts 6 4 —
Currency translation effect (1) (4) —
Other provisions at December 31 80 72 83
In of 2011, legal contingencies. Delhaize Group These recorded contingent as part liabilities of the purchase mainly price related allocation to pending of the legal Delta disputes Maxi acquisition for a number (see of Note property 4.1) € ownership 43 million related cases. At December 31, 2013 these contingencies amount to approximately €20 million.

21. Employee Benefits

21.1 Pension Plans
Greece Delhaize and Group’s Serbia. employees In addition, are the covered Group by has defined also other contribution post-employment and defined defined benefit benefit pension arrangements, plans, mainly being in the principally U.S., Belgium, health care arrangements in the U.S.
The rates, actuarial inflation, valuations interest crediting performed rate on and the future defined salary benefit increases plans require or mortality making rates. a number For example, of assumptions in determining about, the e. g. appropriate , discount discount currency rate, in which management the benefits considers will be paid the interest and with rate the of appropriate high-quality maturity; corporate mortality bonds rates (at least are AA based rating) on publicly in the respective available mortality obligations, tables but for will the not specific necessarily country. have Any an changes immediate in impact the assumptions on future contributions. applied will impact All significant the carrying assumptions amount of are the reviewed pension periodically. experience adjustments Plan assets and are effects measured of changes at fair in value, financial using and readily demographic available actuarial market prices. assumptions) Actuarial and gains the return and losses on the (i. plan e., assets, assumptions excluding are summarized amounts included below. in net interest on the net defined benefit liability (asset), are directly recognized in OCI. The
Defined Contribution Plans
? In Group Belgium, and the Delhaize employees Group (starting sponsors in 2005) for substantially also, contribute all a of fixed its employees monthly amount. a defined The contribution contributions plan, are adjusted under which annually the to according choose to not the to Belgian participate consumer in the price employee index. contribution Employees that part were of the employed plan. The before plan implementation assures the employee of the plan a lump were -sum able payment at retirement based on the contributions made.
Based insurance on company Belgian law, that the receives plan includes and manages a minimum the contributions. guaranteed Consequently, return, which these is substantially plans have guaranteed some defined by benefit an external plan sponsors features, which an additional have been defined assessed contribution to currently plan, without be insignificant employee to contribution, the plan in for total. a limited Since number July 2010, of employees. the Group also The expenses related to these plans were €11 million in 2013, €10 million in 2012 and €9 million in 2011, respectively.
? In Hannaford the U.S. and , Delhaize Harveys Group with one sponsors or more profit-sharing years of service. retirement Profit-sharing plans covering contributions all employees substantially at vest Food after Lion, three Sweetbay, years of service. The profit-sharing Forfeitures contributions of profit-sharing to the contributions retirement are used to reduce future employer contributions or offset plan expenses.
Directors. The profit-sharing plans also include plan a 401(k) are discretionary feature that and permits determined participating by Delhaize employees America, to LLC’s make Board elective of deferrals The defined of their contribution compensation plans and generally requires that provide the employer benefits makes to participants matching contributions. upon death, retirement or termination of employment.
The presented expenses as part related of to discontinued these U.S. operations defined contribution retirement plans were €44 million in 2013 (out of which €4 million due to the announced disposal of Sweetbay, Harveys and Reid’s) and € respectively. 46 million in 2012 (€5 million in discontinued operations) and €37 million in 2011 (€5 million in discontinued operations),

134 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
? entitled In addition, and Delhaize where the Group total expense operates is defined insignificant contribution to the Group plans in as Greece a whole to . which only a limited number of employees are
Defined Benefit Plans
? provides In Belgium lump , Delhaize -sum benefits Group to has participants a defined upon benefit death pension or retirement plan covering based on approximately a formula applied 5% of to its the employees last annual . The salary plan of on the the participant contributions before paid his/her by retirement plan participants or death . . The The plan assets is subject of the plan, to the which legal requirement are made up to guarantee from the contributions, a minimum return are managed through a fund that is administered by an independent insurance company, providing a minimum guaranteed return the Group . The are plan determined participant’s based contributions on the funding are defined level in of the plan terms and of are the calculated plan, while based the annual on current contributions salaries, to taking be paid into by account upon retirement the legal or minimum death. The funding plan mainly requirement, invests which in debt is securities based on in the order vested to achieve reserves the to required which employees minimum are return entitled . The Group bears any risk above the minimum guarantee given by the insurance company. There are no asset ceiling restrictions. ? In Retirement the U.S. ,Income Delhaize Security Group Act operates of 1974 several (ERISA) defined . In line benefit with ERISA, pension Delhaize plans. These America plans has established are subject the to the Benefit Employee Plans Fiduciary main responsibilities Committee include (“the Committee”) (a) establishing to manage appropriate and administer procedures all for plans plan and administration serve as a fiduciary and operations, where applicable (b) managing . Its participant updating an rights investment and benefits, policy for enrolling the funded participants plans and and investing, maintaining monitoring plan and records safeguarding and (c) establishing the assets of and those periodically plans. In accordance with its responsibilities, . The plans the Committee operated reviews by Delhaize the funding America policy can be annually grouped to into determine three different if it is consistent types: with the plan’s projected benefit needs (a) Cash balance plans set up a hypothetical individual account for each employee, and credits each participant are annually transferred with a to plan a separate contribution plan that asset is a that percentage generates of return the participant’s based on the monthly investment compensation portfolio. .The The largest contributions plan is funded, covers approximately 44% of the Hannaford employees and is subject to a minimum funding requirement.
The plan is not subject to any asset ceiling restrictions and any net assets are recognized in “Other non-current assets” (2012: $5 million (€4 million)). terms In 2011, of when the plan aligning and the froze benefits it for and new compensation employees and across for its further operating accruals entities, of Delhaize current employees America modified . The plan the amendment led to the recognition of net actuarial losses of $8 million (€6 million), recognized in OCI and of net curtailment gain of $13 million (€10 million), included in “Selling, general and administrative expenses”. mainly Following invests the plan in debt amendment, securities. the investment policy for the funded plan was also changed and as from 2012 it (b) Delhaize Delhaize America America employees sponsors . unfunded These plans non provide -qualified benefit retirement to the participant savings plans at some offered time in to the a limited future by number deferring of a The part balance of their is annual payable cash upon compensation termination or that retirement is adjusted of the based participant on returns . of a hypothetical investment account.
During to Hannaford 2012, Delhaize executives America by closing amended it for a new non -employees qualified defined and future contribution services retirement . Following and the savings plan plan amendment offered Delhaize America bears more than insignificant longevity and financing risk in connection with the plan.
Consequently, million) was transferred the plan from classification other non changed -current liabilities to a defined to pension benefit benefit plan provisions and the net . liability of $28 million (€22
(c) Further, Delhaize America operates unfunded supplemental executive retirement plans (“SERP”), covering a limited number multiplied of by executives a percentage . Benefits based are on calculated years of service on the annual and age average at retirement of the .participant’s These plans annual expose cash Delhaize compensation America to risks relating to longevity and discount rate. In 2011, Delhaize America decided to discontinue the SERP.
? In employee, Serbia, Delhaize as prescribed Group by has Serbian an unfunded law. The defined benefit is benefit based plan on a that fixed provides multiple a of lump the higher -sum benefit of the (i) upon average retirement gross salary of the time of the the employee, employee (ii) retires average . There gross is salary no legal in the requirement company or to (iii) fund average these gross plans salary with contributions in the country, or each other determined plan assets at . The the main risks of the plan relate to the discount rate, inflation and the future salary increase.
? In benefits Greece prescribed , Delhaize by Group Greek operates law, consisting an unfunded of lump—defined sum compensation benefit post payable -employment in case plan of. normal This plan retirement relates or to termination retirement of length employment of service . The and amount the status of the of indemnity the employee is based . There on the is no employee legal requirement ’s monthly earnings to fund these and a plans multiple with depending contributions on the or increase other plan . The assets employees . The plan are exposes covered the by Group the plan to once risk in they connection have completed with the a applicable minimum discount service period, rate and generally the future one salary year.
During (previously 2013, 28 following years) of the service change (and of the for respective employees law, who the had indemnity more than payable 16 years by the of Group service has upon been law limited publication, to 16 years the indemnity is based on service capped at that time up to a maximum of 28 years). The change resulted in a negative past service cost of €3 million which has been recognized when the plan amendment occurred.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 135
Defined Benefit Plans
2013 2012 2011
(in millions of €) United States Plans Plans Outside of the United States Total United States Plans Plans Outside of the United States Total United States Plans Plans Outside of the United States Total
Change in benefit obligation:
Benefit obligation at January 1 180 153 333 174 122 296 161 117 278
Current service cost 1 5 6 2 5 7 8 4 12
Interest expense 7 3 10 8 5 13 8 5 13
Remeasurement (gain) loss
Effect of changes in demographic
assumptions — — — — 6 6 — — —
Effect of changes in financial (4) (12) (16) (3) 20 17 13 3 16
assumptions
Effect of experience adjustment 3 (8) (5) (2) 4 2 (2) — (2)
Past service cost — (1) (1) — — — (10) 1 (9)
Currency translation effect (7) — (7) (3) — (3) 6 — 6
Benefit payments from the plan (24) (9) (33) (19) (12) (31) (10) (9) (19)
Benefit payments from the employer — — — — — — (1) — (1)
Settlement payments — 1 1 — 1 1 — 1 1
Plan participants’ contributions 1 1 2 1 1 2 1 1 2
Business combinations/divestures/ transfers — — — 22 1 23 — — —
Other — (1) (1) — — — — (1) (1)
Benefit obligation at December 31 157 132 289 180 153 333 174 122 296
Change in plan assets:
Fair value of plan assets at January 1 125 72 197 130 73 203 123 74 197
Interest income 4 1 5 5 3 8 6 3 9
Remeasurement gain (loss)
Return on plan asset (excluding interest (6) (4) (10) 4 5 9 (4) 3 (1)
income)
Changes in asset ceiling (excluding
interest income) — — — — — — — — —
Currency translation effect (5) — (5) (2) — (2) 4 — 4
Employer contributions 9 8 17 6 3 9 12 2 14
Plan participants’ contributions 1 1 2 1 1 2 1 1 2
Benefits payments from the plan (24) (9) (33) (19) (12) (31) (11) (9) (20)
Settlement payments — — — — — — — — —
Expenses, taxes and premiums paid — — — — (1) (1) — (1) (1)
Business combinations/divestures/
transfers — — — — — — — — —
Other — (1) (1) — — — (1) — (1)
Fair value of plan assets at December 31 104 68 172 125 72 197 130 73 203
Amounts recognized in the balance
sheet:
Present value of defined benefit obligations 157 132 289 180 153 333 174 122 296
Fair value of plan assets 104 68 172 125 72 197 130 73 203
Net deficit/(surplus) 53 64 117 55 81 136 44 49 93
Defined benefit liability 53 64 117 59 81 140 44 49 93
Defined benefit asset — — — (4) — (4) — — —
Net defined benefit liability 53 64 117 55 81 136 44 49 93
Weighted average assumptions used to
determine benefit obligations:
Discount rate 4.85% 3.19% 3.49% 2.27% 4.17% 3.99%
Rate of compensation increase 4.25% 3.03% 4.25% 2.66% 4.25% 3.02%
Rate of price inflation 3.48% 2.02% 3.05% 2.00% 3.05% 2.00%
Interest crediting rate (only applicable for
the Hannaford Cash Balance Plan) 4.00% — 4.00% — 3.00% —

136 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Reasonably constant, would possible have affected changes the at the defined reporting benefit date obligation to one as of the follows: relevant actuarial assumptions, holding all other assumptions
Plans outside of the
(in millions of €) Change in assumption United States plans Increase United States Decrease
Increase Decrease
Discount rate 0.50% (6) 6 (7) 8
Rate of compensation increase 0.50% — — 8 (8)
Mortality rate improvement 1 year 1 — 1 —
Interest crediting rate (only applicable for the Hannaford Cash 0.25% 2 (2) — —
Balance Plan)
2013 2012 2011
(in millions of €) United States Plans Plans Outside of the United States Total United States Plans Plans Outside of the United States Total United States Plans Plans Outside of the United States Total
Components of defined benefit cost:
Components of defined benefit cost
recognized in the income statement:
Current service cost 1 5 6 2 5 7 8 4 12
Past service cost — (1) (1) — — — (10) 1 (9)
Interest expense 7 3 10 8 5 13 8 5 13
Interest income (4) (1) (5) (5) (3) (8) (6) (3) (9)
Administrative expenses and taxes — — — — 1 1 — 1 1
(Gain) loss on settlement — 1 1 — 1 1 — 1 1
Components of defined benefit cost 4 7 11 5 9 14 — 9 9
recognized in the income statement
Components of defined benefit cost
recognized in OCI:
Remeasurements of defined benefit
obligation
Effect of changes in demographic — — — — 6 6 — — —
assumptions
Effect of changes in financial
assumptions (4) (12) (16) (3) 20 17 13 3 16
Effect of experience adjustment 3 (8) (5) (2) 4 2 (2) — (2)
Remeasurement of plan assets
Return on plan asset 6 4 10 (4) (5) (9) 4 (3) 1
Components of defined benefit cost 5 (16) (11) (9) 25 16 15 — 15
recognized in OCI
Total components of defined benefit 9 (9) — (4) 34 30 15 9 24
cost
The plan assets of the Group‘s defined benefit pension plan in Belgium is funded through a group insurance program and are part asset of allocation the insurance was as company’s follows: overall investments, benefiting from a guaranteed minimum return. The insurance company’s
December 31,
2013 2012 2011
Equities (all instruments have quoted price in active market) 6% 5% 5%
Debt (all instruments have quoted price in active market) 92% 91% 94%
Other assets (e.g., cash and cash equivalents) 2% 4% 1%
In 2014, the Group expects to contribute approximately €8 million to the defined benefit pension plan in Belgium.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 137
The The timing weighted of the average benefit duration payments of the for these plans plans outside is the as follows: United States is 11.0 years (11.9 years in 2012 and 8.6 years in 2011).
(in millions of €) 2014 2015 2016 2017 2018 Thereafter Total
As of December 31, 2013 2 3 4 7 4 226 246
The Hannaford plan asset allocation was as follows:
December 31,
2013 2012 2011
Equities 0% 0% 49%
Debt (all instruments have quoted price in active market) 92% 95% 49%
Other assets (e.g., cash and cash equivalents) 8% 5% 2%
In Following 2012, Delhaize the freezing America performed a review of the plan’s funding position and the investment policy applied by the plan. Delhaize America changed of the the plan, investment the Group’s strategy exposure of the to plan continuously and intends growing to invest defined going forward benefit obligations mainly in debt has securities. decreased and The Group 2012 expects year-end that only actuarial insignificant calculation contribution resulted will in a be benefit made to to the the plan Group during and 2014. due to the improved funding position, Delhaize The the benefit weighted payments average for duration these plans of the is United as follows: States plans is 10.5 years (9.9 years in 2012 and 9.2 years in 2011). The timing of
(in millions of €) 2014 2015 2016 2017 2018 Thereafter Total
As of December 31, 2013 15 8 9 9 9 187 237
Total reclassified defined to benefit discontinued expenses operations in profit or as loss a result were of €11 the million, Sweetbay €14 million disposal and are €9 not million significant), for 2013, respectively, 2012 and 2011 and (amounts can be summarized as follows:
(in millions of €) 2013 2012 2011
Cost of sales 1 1 2
Selling, general and administrative expenses 10 13 7
Total defined benefit expense recognized in profit or loss 11 14 9
21.2 Other Post-Employment Benefits
In benefit the U. plans. S., the A limited Group number provides of certain Delhaize health America care employees and life insurance may become benefits eligible for retired for these employees, benefits, however, which qualify currently as defined a very limited adjusted number annually. is covered. The post-employment health care plan is contributory for most participants with retiree contributions The unfunded, total benefit the total obligation net liability as was of December 31, 2013 was €2 million (2012 and 2011: €3 million). As the health care plans are actuarial assumptions did not result € in 2 significant million in 2013 actuarial and gains €3 million or losses. in 2012 and 2011 respectively. During 2013, the changes in The assumptions applied in determining benefit obligation and costs are summarized in the table below:
December 31,
2013 2012 2011
Weighted-average actuarial assumptions used to determine benefit obligations:
Discount rate 4.30% 3.30% 3.80%
Current health care cost trend 7.60% 7.80% 9.09%
Ultimate health care cost trend 5.00% 5.00% 5.00%
Year of ultimate trend rate 2020 2018 2017
A benefit change obligation by 100 or basis expense. points in the assumed health care trend rates would have an insignificant effect on the post-retirement

138 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
21.3 Share-Based Compensation
Delhaize its non-U. Group S. operating offers share-based companies; incentives warrant, to restricted certain members and performance of its senior stock management: unit plans stock for employees option plans of for its employees U.S. based of companies.
? Under restricted a warrant and performance plan the exercise stock units by the are employee based on of existing warrants shares. results Due in the to the issuance sizeable of new administrative shares, while requirements stock options, that Belgian exercised law and imposes the capital on capital increase increases, is formally a certain performed. amount In of case time when passes the between capital increase the moment occurs warrants after year-end have been for warrants actual exercise exercised of the before warrants year-end, at the which date usually of the following relates to capital a limited increase. number Consequently, of warrants, Delhaize no movement Group accounts occurs in for equity the dilutive, due to warrants such exercised exercised warrants pending pending a subsequent a subsequent capital increase, capital until increase such are a capital included increase in the takes diluted place. earnings If assessed per share to be calculation.
? Restricted vesting date and at performance no cost to plan stock participants. unit awards represent the right to receive the number of ADRs set forth in the award at the The remuneration policy of Delhaize Group delhaizegroup. can be found com) as Exhibit E to the Delhaize Group’s Corporate Governance Charter available on the Company’s website (www. . transactions, The share-based do not compensation contain cash plans settlement operated alternatives by Delhaize and the Group Group are has accounted no past practice for as equity-settled of cash settlement. share-based The cost payment of such transactions over the applicable with employees vesting is period. measured All share-based by reference compensation to the fair value plans of the contain equity service instruments vesting at grant conditions. date and In is addition expensed the performance market financial stock performance unit plans also condition, contain currently a performance being condition, whereby the vesting is Capital linked to (ROIC) the achievement target. Both of service a non- conditions and non-market performance condition are not reflected the Group’s in the Return grant-date on Invested fair value, but result in a true-up for changes in the number of equity instruments that are expected to vest.
Delhaize the share-based Group uses compensation. the Black-Scholes-Merton This requires the valuation selection model of certain to estimate assumptions, the fair value including of the the warrants expected and life options of the option, underlying the expected volatility, the risk-free rate and the expected dividend yield: ? The expected life of the option is based on management’s best estimate and based on historical option activity.
? option The expected term. volatility is determined by calculating the historical volatility of the Group’s share price over the expected ? The risk-free rate is determined using a generic price of government bonds with corresponding maturity terms.
? The expected dividend yield is determined by calculating a historical average of dividend payments made by the Group. exercise The exercise price price is either associated the Delhaize with Group stock options ADR price is dependent on the date on of the the rules grant applicable (U.S. plans) to or the the relevant Delhaize stock Group option share plan. price The on the working day preceding the offering of the option (non-U.S. plans).
The—as usage with all of assumptions historical data—over may a not period necessarily similar to be the the life actual of the outcome. options assumes The assumptions that the past used is indicative for estimating of future fair trends, values and for various share-based payment plans are given further below. million Total share-based compensation million in 2012 expenses and 2011. recorded—primarily in selling, general and administrative expenses—were €16 in 2013 and €13

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 139
Non-U.S. Operating Entities Stock Options Plans
In its non-U.S. operating entities, Delhaize Group grants stock options to vice presidents and above.
25% approximately of the options 3 ¹⁄₂ years, granted the date under at which these all plans options vest become immediately exercisable. and the Options remaining expire options seven years vest from after the a service grant date. period of Delhaize Group stock options granted to employees of non-U.S. operating companies were as follows:
Plan Effective Date of Grants Number of shares Underlying Award Issued Number of shares Underlying Awards Outstanding at December 31, 2013 Exercise moment of Price Number of Beneficiaries (at the Exercise issuance) Period
2013 grant under the 2007 Stock option plan December 2013 93 063 93 063 € 41.71 1 Jan. 1, 2017 – May 29, 2020
November 15 731 15 731 € 43.67 1 Jan. 1, 2017 –
2013 May 29, 2020
May 2013 267 266 267 266 € 49.85 111 Jan. 1, 2017 –
May 29, 2020
2012 grant under the 2007 Stock option plan November 2012 35 000 35 000 € 26.39 1 Jan. 1, 2016 – May 24, 2019
May 2012 362 047 362 047 € 30.99 95 Jan. 1, 2016 –
May 24, 2019
2011 grant under the 2007 Stock option plan June 2011 290 078 266 755 € 54.11 83 Jan. 1, 2015—June 14, 2018
2010 grant under the 2007 Stock option plan June 2010 198 977 176 210 € 66.29 80 Jan. 1, 2014—June 7, 2017
2009 grant under the 2007 Stock option plan June 2009 230 876 196 242 € 50.03 73 Jan. 1, 2013—June 8, 2016
Jan. 1,
2008 grant under the 2007 Stock option plan May 2008 237 291 206 866 € 49.25 318 2012—May 29, 2015
Jan. 1,
2007 grant under the 2007 Stock option plan June 2007 185 474 158 848 € 71.84 619 2011—June 7, 2017(1)
In 2009, Delhaize Group offered to the beneficiaries of the 2007 grant (under the 2007 stock option plan) the exceptional choice to extend the exercise period from 7 to 10 years. This was accounted as a modification of the plan and the non-significant incremental fair value granted by this extension, measured in accordance with IFRS 2, was accounted over the remaining vesting period. In accordance with Belgian law, most of the beneficiaries of the 2007 Stock option plan agreed to extend the exercise period of their stock options for a term of three years. The very few beneficiaries who did not agree to extend the exercise period of their stock options continue to be bound by the initial expiration date of the exercise period of the plan, i.e., June 7, 2014.
Activity associated with non-U.S. stock option plans was as follows:
2013 Shares Weighted Average Exercise Price (in €)
Outstanding at beginning of year 1 606 255 49.95
Granted 376 060 47.58
Exercised (11 166) 49.56
Forfeited (58 753) 57.02
Expired (134 368) 49.55
Outstanding at end of year 1 778 028 49.25
Options exercisable at end of year 738 166 58.39
2012 Shares Weighted Average Exercise Price (in €)
Outstanding at beginning of year 1 379 150 55.71
Granted 397 047 30.58
Exercised — —
Forfeited (16 463) 55.73
Expired (153 479) 50.97
Outstanding at end of year 1 606 255 49.95
Options exercisable at end of year 742 612 54.61

140 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
2011 Shares Weighted Average Exercise Price (in €)
Outstanding at beginning of year 1 328 980 55.92
Granted 290 078 54.11
Exercised (80 506) 41.75
Forfeited (58 767) 58.00
Expired (100 635) 63.65
Outstanding at end of year 1 379 150 55.71
Options exercisable at end of year 687 629 55.23
The weighted average remaining contractual term for the stock options outstanding as at December 31, 2013 was 4.31 years to (2012: respectively 4.34 years; 2011: 4.20 years). The weighted average share price for options exercised during 2013 and 2011 amounted €51.48 and €57.00. No options were exercised during 2012.
The average following remaining table contractual summarizes life stock (years) options and outstanding weighted average and exercisable exercise price as of under December the Delhaize 31, 2013, Group and stock the related option weighted plans of non-U.S. operating companies:
Range of Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (in years) Weighted Average Exercise Price (in €)
€26.39—€43.67 505 841 5.62 33.04
€49.25—€54.11 937 129 3.92 50.97
€66.29—€71.84 335 058 3.44 68.92
€26.39—€71.84 1 778 028 4.31 49.25
Stock options exercisable at the end of 2013 had a weighted average remaining contractual term of 2.60 years (2012: 2.80; 2011: 2.85).
The as follows: weighted average fair values of stock options granted and assumptions used on the date of grant for their estimations were
Dec. 2013 Nov. 2013 May 2013 Nov. 2012 May 2012 2011
Share price (in €) 43.20 43.67 50.09 26.39 28.41 49.99
Expected dividend yield (%) 3.4 3.4 3.4 3.4 3.3 2.6
Expected volatility (%) 24.3 24.5 27.0 26.7 26.0 25.9
Risk-free interest rate (%) 1.1 0.9 0.7 0.6 0.7 2.3
Expected term (years) 6.0 6.0 6.0 5.8 5.8 5.3
Fair value of options granted (in €) 6.98 6.52 8.43 4.27 3.86 8.62

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 141
U.S. Operating Entities Warrants Plans
In its U.S. operating entities, Delhaize Group grants warrants for its vice presidents and above.
Warrants vest ratably granted over aunder three-year the “Delhaize service period, Group are 2012 exercisable Stock Incentive when Plan” they vest and and the expire “Delhaize ten Group years from 2002 the Stock grant Incentive date. Share- Plan” based awards granted to employees of U.S. operating companies under the various plans were as follows:
Plan Effective Date of Grants Number of shares Underlying Award Issued Number of Shares Underlying Awards Outstanding at Dec. 31, 2013 Exercise Price Number of Beneficiaries (at the moment of issuance) Exercise Period (exercisable until)
Delhaize Group 2012 Stock Incentive plan November 11 237 11 237 $ 58.40 1 2023
- Warrants 2013
May 2013 368 139 368 139 $ 64.75 59 2023
August 2012 300 000 — $ 39.62 1 2022
May 2012 291 727 229 254 $ 38.86 75 2022
Delhaize Group 2002 Stock Incentive plan June 2011 318 524 299 280 $ 78.42 75 2021
- Warrants
June 2010 232 992 210 453 $ 78.33 74 2020
June 2009 301 882 208 168 $ 70.27 88 2019
May 2008 528 542 292 244 $ 74.76 237 2018
June 2007 1 165 108 800 235 $ 96.30 3 238 2017
June 2006 1 324 347 385 380 $ 63.04 2 983 2016
May 2005 1 100 639 212 120 $ 60.76 2 862 2015
May 2004 1 517 988 135 132 $ 46.40 5 449 2014
Delhaize America 2002 Stock Incentive plan $ 74.76
Various 3 221 2 154 11 Various
- Options not backed by warrants -$ 78.33
Activity related to the Delhaize Group 2012 and 2002 Stock Incentive Plans was as follows:
2013 Shares Weighted Average Exercise Price (in $)
Outstanding at beginning of year 3 521 876 69.27
Granted 379 376 64.56
Exercised(1) (534 043) 41.36
Forfeited/expired (213 413) 74.30
Outstanding at end of year 3 153 796 73.09
Options exercisable at end of year 2 313 002 75.20
2012 Shares Weighted Average Exercise Price (in $)
Outstanding at beginning of year 3 195 599 74.22
Granted 591 727 39.25
Exercised (28 561) 42.14
Forfeited/expired (236 889) 64.27
Outstanding at end of year 3 521 876 69.27
Options exercisable at end of year 2 322 027 74.56
2011 Shares Weighted Average Exercise Price (in $)
Outstanding at beginning of year 3 313 126 72.31
Granted 318 524 78.42
Exercised (318 545) 56.54
Forfeited/expired (117 506) 79.82
Outstanding at end of year 3 195 599 74.22
Options exercisable at end of year 2 206 490 73.87
(1) Includes 6 177 warrants exercised by employees, for which a capital increase had not occurred before December 31, 2013.

142 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
2011: The weighted 5.10). The average weighted remaining average contractual share price term for for stock the options stock options exercised outstanding during 2013 as at amounts December to 31, $60 2013 .80 (2012: is 3.77 $ 52 (2012: .87; 2011: 4.76;
$79.73).
The remaining following contractual table summarizes life (years) share and -based weighted awards average outstanding exercise as of price December under 31, the 2013, share and -based the related compensation weighted plans average for employees of U.S. operating companies:
Range of Exercise Prices Outstanding Number (in years) Weighted Average Remaining Contractual Life (in $) Weighted Average Exercise Price
$38.86—$ 58.40 375 623 3.91 42.16
$60.76—$ 74.76 1 467 384 4.01 66.51
$78.33—$ 96.30 1 310 789 3.46 89.32
$38.86—$ 96.30 3 153 796 3.77 73.09
Stock 2011: 4.40) options . exercisable at the end of 2013 had a weighted average remaining contractual term of 2.85 years (2012: 3.60; The fair values of stock options granted and assumptions used for their estimation were as follows:
Nov. 2013 May 2013 Aug. 2012 May 2012 2011
Share price (in $) 58.40 64.75 39.62 38.86 78.42
Expected dividend yield (%) 3.6 3.6 3.6 3.5 2.9
Expected volatility (%) 27.5 27.9 27.1 27.9 26.0
Risk-free interest rate (%) 1.2 0.8 0.5 0.6 1.2
Expected term (years) 4.4 4.4 4.2 4.2 4.0
Fair value of options granted (in $) 9.37 10.26 5.89 6.10 12.61
U.S. Operating Entities Restricted and Performance Stock Unit Plan
Restricted Stock Unit Plans
Until Presidents 2012, and Delhaize above Group no longer granted receive restricted restricted stock stock units units, to instead eligible they Directors are awarded and above. performance However, stock as units from (see 2013, below) Vice. Further, end of the as second from the year 2013 following grant, the the grant vesting date scheme into a of cliff these vesting awards after has 3 years. been When changed the from award a vests, five-year the period associate starting receives at the—at no cost to the associate—ADRs equal to the number of restricted stock units that have vested, free of any restriction.
Restricted stock unit awards granted to employees of U.S. operating companies under the “Delhaize America 2012 Restricted
Stock Unit Plan” and the “Delhaize America 2002 Restricted Stock Unit Plan” (grants prior to 2012) were as follows:
Effective Date of Grants Number of Shares Underlying Award Issued Number of Shares Underlying Awards Outstanding at December 31, 2013 Number of Beneficiaries (at the moment of issuance)
May 2013 72 305 66 537 177
August 2012 40 000 — 1
May 2012 126 123 74 578 253
June 2011 128 717 48 796 249
June 2010 123 917 28 064 243
June 2009 150 073 13 324 245

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 143
Activity related to the restricted stock plans was as follows:
2013 Shares
Outstanding at beginning of year 458 733
Granted 72 305
Released from restriction (262 542)
Forfeited/expired (37 197)
Outstanding at end of year 231 299
2012 Shares
Outstanding at beginning of year 520 584
Granted 166 123
Released from restriction (210 611)
Forfeited/expired (17 363)
Outstanding at end of year 458 733
2011 Shares
Outstanding at beginning of year 597 111
Granted 128 717
Released from restriction (185 549)
Forfeited/expired (19 695)
Outstanding at end of year 520 584
The fair value at date of grant for restricted stock unit awards granted during 2013, August 2012, May 2012 and 2011 was $64.75, $39.62, $38.86 and $78.42, respectively, based on the share price at the grant date.
Performance stock units
In stock 2013, units Delhaize are restricted Group stock granted units, performance with additional stock performance units to U. S. conditions. operating The entities cliff-vesting Vice Presidents of these performance and above. stock Performance units is linked the award to the vests, achievement the associate of non-market receives -financial at no cost performance to the associate condition—ADRs targets equal (ROIC) to the over number a cumulative of restricted 3-year stock period. units When that have vested, free of any restriction.
Performance stock units granted to employees of U.S. operating companies under the “Delhaize America 2012 Restricted Stock Unit Plan” were as follows:
Effective Date of Grants Number of Shares Underlying Award Issued Number of Shares Underlying Awards Outstanding at December 31, 2013 Number of Beneficiaries (at the moment of issuance)
November 2013 3 979 3 979 1
May 2013 122 364 122 364 60
The performance fair value stock of the units performance forfeited during stock 2013. units issued in November and May 2013 was $58.40 and $64.75, respectively. No

144 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
22. Income Taxes
The major components of income tax expense for 2013, 2012 and 2011 were:
(in millions of €) 2013 2012 2011
Continuing operations
Current tax 149 100 96
Taxes related to prior years recorded in the current year — (57)(1) 5
Utilization of previously unrecognized tax losses and tax credits — — (1)
Other (current tax related) 2 2 —
Deferred tax (67) (46) 48
Deferred taxes related to prior years recorded in the current year — 5 (5)
Recognition of deferred tax on previously unrecognized tax losses and tax credits (1) (6) (2)
Derecognition of previously recorded deferred tax assets 2 18 3
Deferred tax expense relating to changes in tax rates or the imposition of new taxes (8)(3) 13(2) 1
Total income tax expense from continuing operations 77 29 145
Discontinuing operations
Current tax 3 8 6
Deferred tax (20) (17) 2
Total income tax expense from discontinued operations (17) (9) 8
Total income tax expense from continuing and discontinued operations 60 20 153
(1) Primarily related to the resolution of several tax matters in the U.S. which resulted in the recognition of an income tax benefit.
(2) End 2012, the Serbian government enacted an increase in tax rate from 10% to 15%, effective as from January 1, 2013.
(3) Relates to the benefit we recognized as a result of the reorganization of some of our US operations, which is slightly offset by an increase in the Greek tax rate from 20% to 26%.
Reconciliation of effective tax rate:
(in millions of €) 2013 2012 2011
Profit before taxes and discontinued operations 303 189 610
Share of results of joint venture equity accounted (4) (4) (4)
Result from discontinued operations, before taxes (60) (67) 15
Total profit before taxes, excl. share of results of joint venture 239 118 621
Assumed taxes applying the Group’s domestic tax rate (33.99%) 81 40 211
Effect of different tax rates in jurisdictions outside Belgium 23 33 (7)
Taxes related to prior years recorded in current year — (52)(2) —
Tax effects of:
Changes in tax rate or imposition of new taxes (8)(4) 13(3) 1
Non taxable income (36) (32) (3)
Non deductible expenses 30 28 7
Deductions from taxable income(1) (42) (44) (63)
Tax charges on dividend income 3 8 4
(Recognition) non recognition of deferred tax assets 7 24 3
Other 2 2 —
Total income tax expense from continuing and discontinued operations 60 20 153
Effective income tax rate 25.2% 17.3% 24.7%
(1) Deductions from taxable income relate to notional interest deduction in Belgium and tax credits in other countries.
(2) Primarily related to the resolution of several tax matters in the U.S. which resulted in the recognition of an income tax benefit.
(3) In December 2012, the Serbian government enacted an increase in tax rate from 10% to 15%, effective as from January 1, 2013.
(4) Relates to the benefit we recognized as a result of the reorganization of some of our US operations, which is slightly offset by an increase in the Greek tax rate from 20% to 26%.
The aggregated amount of current and deferred tax charged or (credited) directly to equity was as follows:
(in millions of €) 2013 2012 2011
Current tax (1) 2 (1)
Deferred tax 2 (5) (8)
Total tax charged (credited) directly to equity 1 (3) (9)

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 145
Delhaize undistributed Group earnings has not will not recognized be distributed income in the taxes foreseeable on undistributed future. The earnings cumulative of its amount subsidiaries of undistributed and joint earnings ventures, on as which the the December Group has 31, 2011. not recognized income taxes was approximately €4.0 billion at December 31, 2013 and 2012 and €4.1 billion at income Deferred taxes income relate tax to assets the same and fiscal liabilities authority. are offset Deferred when income there taxes is a legally recognized enforceable on the balance right to sheet offset were and when as follows: the deferred
December 31,
(in millions of €) 2013 2012 2011
Deferred tax liabilities 444 568 623
Deferred tax assets 71 89 97
Net deferred tax liabilities 373 479 526
The changes in the overall net deferred tax liabilities were as follows:
(in millions of €) Accelerated Tax Depreciation Closed Store Provision Leases Pension Other Total
Net deferred tax liabilities at January 1, 2011 580 (17) (77) (33) (5) 448
Charge (credit) to equity for the year — — — (6) (2)(1) (8)
Charge (credit) to profit or loss for the year (41) 1 2 (1) 85 46
Effect of change in tax rates — — — — 1 1
Acquisition 36 (3) — — (11) 22
Transfers (to) from other accounts (1) 1 1 — (1) —
Currency translation effect 12 — (2) (1) 8 17
Net deferred tax liabilities at December 31, 2011 586 (18) (76) (41) 75 526
Charge (credit) to equity for the year — — — (4) (1)(1) (5)
Charge (credit) to profit or loss for the year (45) (26) 1 (3) 27 (46)
Effect of change in tax rates 13 — — — — 13
Divestiture (1) — — — 1 —
Transfers (to) from other accounts (1) — — — 1 —
Currency translation effect (10) 1 1 — (1) (9)
Net deferred tax liabilities at December 31, 2012 542 (43) (74) (48) 102 479
Charge (credit) to equity for the year — — — 4 (2) 2
Charge (credit) to profit or loss for the year (61) (5) 2 (2) (20) (86)
Effect of change in tax rates (3) — — (2) (3) (8)
Divestiture 2 — — — —— 2
Transfers (to) from other accounts (1) 2 — — (3) (2)
Currency translation effect (17) 2 2 2 (3) (14)
Net deferred tax liabilities at December 31, 2013 462 (44) (70) (46) 71 373
(1) In 2012 and 2011, includes €2 million and €(2) million, respectively, in relation to the cash flow hedge reserve (terminated in 2013).
At December 31, 2013, Delhaize Group did not recognize deferred tax assets of €194 million, of which:
? € various 36 million dates relates between to U. 2014 S. tax and loss 2033; carry-forwards of €857 million and U.S. state tax credits, which if unused would expire at ? € 2014 9 million and 2018; relates to tax loss carry-forwards of €88 million in Europe, which if unused would expire at various dates between ? €9 million relates to tax credits in Europe, which if unused would expire at various dates between 2014 and 2023; ? € utilized 121 million without relates any time to several limitation; deferred tax assets (primarily tax loss carry-forwards of €378 million) in Europe which can be
? € 2018; 6 million relates to capital losses that can only be offset against capital gains in Europe, which if unused would expire in
? € realized 13 million capital relates gains to impairment within the applicable in Europe time that limitations. could result in capital losses which will probably not be offset against The unused tax losses and unused tax credits may not be used to offset taxable income or income taxes in other jurisdictions.

146 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
against Delhaize which Group the recognized unused tax deferred losses, tax the assets unused only tax credits to the extent and deductible that it is temporary probable that differences future taxable can be profit utilized will . At be December available 31, 2013, the recognized deferred tax assets relating to unused tax losses and unused tax credits was €18 million.
23. Accrued Expenses
December 31,
(in millions of €) 2013 2012 2011
Accrued payroll and short-term benefits 404 327 329
Accrued interest 37 33 42
Other 83 75 69
Total accrued expenses 524 435 440
24. Expenses from Continuing Operations by Nature
The aggregate of cost of sales and selling, general and administrative expenses from continuing operations can be specified by
nature as follows:
(in millions of €) Note 2013 2012 2011
Product cost, net of vendor allowances and cash discounts 25 15 378 15 256 14 005
Employee benefits 26 2 866 2 818 2 621
Supplies, services and utilities purchased 815 814 759
Depreciation and amortization 7, 8, 9 579 599 540
Operating lease expenses 18.3 293 289 276
Repair and maintenance 238 238 201
Advertising and promotion 185 189 161
Other expenses(1) 126 113 121
Total expenses by nature 20 480 20 316 18 684
Cost of sales 25 16 004 15 891 14 586
Selling, general and administrative expenses 4 476 4 425 4 098
Total expenses by function 20 480 20 316 18 684
(1) Allowances and credits received from suppliers that represent a reimbursement of specific and identifiable non-product costs incurred by the Group (see Note 25) have been included for the purposes of this overview in “Other expenses”.
25. Cost of Sales
(in millions of €) Note 2013 2012 2011
Product cost, net of vendor allowances and cash discounts 24 15 378 15 256 14 005
Purchasing, distribution and transportation costs 626 635 581
Total 16 004 15 891 14 586
Delhaize product introduction Group receives and allowances volume incentives. and credits These from allowances suppliers mainly are included for in-store in the promotions, cost of inventory co-operative and recognized advertising, as new a reduction to cost of sales when the product is sold, unless they represent the reimbursement of a specific and identifiable cost administrative incurred by the expenses” Group to sell the vendor’s product in which case they are recorded as a reduction in “Selling, general and
(€14 million, €13 million and €17 million in 2013, 2012 and 2011, respectively).

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 147
26. Employee Benefit Expenses
Employee benefit expenses for continuing operations can be summarized and compared to prior years as follows:
(in millions of €) Note 2013 2012 2011
Wages, salaries and short-term benefits including social security 2 787 2 740 2 558
Share-based compensation expenses 21.3 16 13 13
Retirement benefits (including defined contribution, defined benefit and other post- 21.1, 21.2 63 65 50
employment benefits)
Total 24 2 866 2 818 2 621
Employee benefit expenses were recognized in the income statement as follows:
(in millions of €) 2013 2012 2011
Cost of sales 355 357 337
Selling, general and administrative expenses 2 511 2 461 2 284
Employee benefits for continuing operations 2 866 2 818 2 621
Results from discontinued operations 208 246 225
Total 3 074 3 064 2 846
27. Other Operating Income
Other wholesale operating customers. income includes income generated from activities other than sales and point of sale services to retail and
(in millions of €) 2013 2012 2011
Rental income 50 49 43
Income from waste recycling activities 20 19 24
Services rendered to wholesale customers 6 7 11
Gains on sale of property, plant and equipment 11 10 3
Gains on sale of businesses 9 — —
Other 33 31 31
Total 129 116 112
In 2013, Delhaize Group converted several of its Belgian company-operated City stores into affiliated Proxy stores operated by independent third parties, leading to a gain on disposal of €9 million, included in “Gain on sale of businesses”. The caption purchase “Other” contains price allocation a €7 million favorable impact of a litigation settlement for which a provision had been recorded during the of Delta Maxi and a €4 million reversal of legal provisions in Serbia.
During 2012, Delhaize Group recognized €3 million of government grant income and €5 million of lease termination/settlement million) income. in “Other” and in 2011, this caption contained an insurance reimbursement related to tornado damages in the U.S. (€13
28. Other Operating Expenses
Other operating expenses include expenses incurred outside the normal course of operating supermarkets.
(in millions of €) 2013 2012 2011
Store closing expenses 8 126 6
Reorganization expenses 15 — —
Impairment losses 213 220 140
Losses on sale of property, plant and equipment 21 21 13
Other 13 9 13
Total 270 376 172
During were closed 2012, early Delhaize 2012 Group following closed a store a total portfolio of 180 review stores, both of which in the 146 United stores States (126 and in the Europe, United resulting States in and total 20 store Maxi closing stores) charges the store of closing €141 million. provision These (see Note charges 20.1) were . partly offset by €15 million resulting from the periodic update of estimates used for

148 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
and In 2013, employees the Group in the recorded U.S. €15 million reorganization charges related to the severance of support services senior management
Impairment losses recognized in continued operations can be summarized as follows:
(in millions of €)
Note
2013
2012
2011
Goodwill
6
124
126
—
Intangible assets
7
72
17
3
Property, plant & equipment
8
11
45
120
Investment property
9
6
14
17
Assets held for sale
5.2
—
18
—
Total
213
220
140
In Piccadilly 2013, the brand Group in Bulgaria recorded ( impairment losses on its Serbian goodwill (€124 million) and trade names (€67 million), the €4 million) and some other intangible assets at Delhaize America (€1 million).
In 2012, the Group impaired 100% of the goodwill recognized in Bulgaria and Bosnia & Herzegovina (totaling €41 million) and Piccadilly €85 million brand with in respect Bulgaria to the Serbian goodwill. The Group further recognized impairment charges in connection with the recognized impairment for €15 million, and other intangible assets at Delhaize America for €2 million. In addition, the Group underperforming stores charges of €45 million in property, plant and equipment relating to (i) the closure of 11 stores and 3 in the United States for €12 million, (ii) the closing of 6 stores and underperformance of 57 stores in
Southeastern impairment charges Europe (€28 million), and (iii) 1 store closing and the underperformance of 6 stores in Belgium (€5 million). Further, a warehouse in Albania. of €14 Finally, million assets were recognized held for sale on at investment Maxi Group properties, were impaired primarily on 15 properties in the United States and real estate market and the deteriorating state of the property for sale. by €18 million as a result of the weakening During one distribution 2011, the center Group in performed the U.S. a review of its store portfolio and, as a result, recorded impairment losses for 126 stores and and several of its (€115 million in addition to the €5 million already recorded on several stores during the year) investment properties (€17 million).
“Other” expenses. primarily consists of hurricane and other natural disasters related expenses, as well as legal provision/settlement

29. Financial Result

29.1 Finance Costs
(in millions of €) Note 2013 2012 2011
Interest on short- and long-term borrowings 123 134 120
Amortization of debt discounts (premiums) and financing costs 4 5 7
Interest on obligations under finance leases 57 67 68
Interest charged to closed store provisions (unwinding of discount) 20.1 5 6 3
Total interest expenses 189 212 198
Foreign currency losses (gains) on debt covered by cash flow hedge 30 — (1) 7
Reclassification of fair value losses (gains) from OCI on cash flow hedge 19 — 4 (5)
Total cash flow hedging impact — 3 2
Fair value losses (gains) on debt instruments — fair value hedges 19 (22) 3 (5)
Fair value losses (gains) on derivative instruments — fair value hedges 19 22 (6) 5
Total fair value hedging impact — (3) —
Foreign currency losses (gains) on debt instruments 30 14 13 (17)
Fair value losses (gains) on cross-currency interest rate swaps (13) (4) 2
Amortization of deferred loss on discontinued hedge 16 1 — —
Other finance costs 6 27 9
Less: capitalized interest — (2) (2)
Total 197 246 192
part In January of a designated 2013, the cash remaining flow hedge $99 million relationship of the original (see Note $300 19), million were senior redeemed notes, without issued any in February material 2009 profit and or loss due impact. 2014 and In 2012, This amount, $201 million and corresponding was redeemed effects and a foreign on interest, currency is offset gain by of reclassification €1 million was realized adjustments compared from OCI to a to loss profit of € or 7 million loss relating in 2011. to the hedging instrument (€2 million loss in 2012 and €5 million gain in 2011). Additionally, a loss of €2 million was recycled from

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 149
hedge OCI to accounting. profit or loss in 2012 following the tender of the senior notes in December 2012 (see Note 18.1) and the termination of In 2013, other finance costs mainly contain commitment fees for credit lines. In 2012, this caption included €17 million net debt refinancing transactions costs (see Note 18.1) consisting of (i) net loss on debt repurchases of €14 million (€36 million of agreed early repayment premiums and partly offset by fair value gains of €22 million on the related notes), and (ii) settlement of the underlying cross-currency interest swaps (€3 million).
Borrowing of 5.5%, 5.6% costs and attributable 6.2% in 2013, to the 2012 construction and 2011, or respectively. production of qualifying assets were capitalized using an average interest rate
29.2 Income from Investments
(in millions of €) Note 2013 2012 2011
Interest and dividend income from bank deposits and securities 9 5 9
Gains on disposal of securities — 6 8
Foreign currency gains on financial assets 30 — 3 7
Fair value gains (losses) on currency swaps and foreign exchange forward contracts — — (2)
Other investing income — 2 1
Total 9 16 23
No impairment losses on financial assets were incurred during 2013, 2012 and 2011.
30. Net Foreign Exchange Losses (Gains)
The hedges, exchange were as differences follows: charged (credited) to the income statement, excluding the impact of hedge accounting and economic
(in millions of €) Note 2013 2012 2011
Cost of sales — 1 —
Selling, general and administrative expenses — (2) 1
Finance costs 29.1 14 12 (10)
Income from investments 29.2 — (3) (7)
Total 14 8 (16)
31. Earnings Per Share (“EPS”)
Basic number earnings of ordinary per share shares is outstanding calculated by during dividing the the year, profit excluding attributable ordinary to equity shares holders bought of the by the Group Group by the and weighted held as treasury average shares (see Note 16).
Diluted conversion earnings of all per potential share dilutive is calculated ordinary by shares. adjusting The the Group weighted only average has dilutive number potential of ordinary share-based shares awards outstanding (see Note to assume 21.3). regarded Dilutive share-based as having been awards received are assumed from the to issue have of ordinary been exercised, shares at and the the average assumed market proceeds price of from ordinary these shares instruments during are the issued period. at The the difference average between market price the number of ordinary of ordinary shares shares during issued the period and the is number treated of as ordinary an issue shares of ordinary that would shares have for been no consideration. were Approximately excluded 3 from 982 the 153, calculation 4 581 153 of and diluted 2 651 earnings 448 shares per share attributable for 2013, to the 2012 exercise and 2011, of outstanding respectively, stock as options their effect and was warrants anti- dilutive because their average exercise price was higher than the average market price during the year.

150 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Basic and diluted earnings per share for 2013, 2012 and 2011 were as follows:
(in millions of €, except numbers of shares and earnings per share) 2013 2012 2011
Net profit from continuing operations 226 160 465
Net profit (loss) from continuing operations attributable to non-controlling interests 4 (2) —
Group share in net profit from continuing operations for basic and diluted earnings 222 162 465
Result from discontinued operations, net of tax (43) (58) 7
Group share in net profit for basic and diluted earnings 179 104 472
Weighted average number of ordinary shares outstanding 101 029 095 100 777 257 100 683 828
Adjusted for dilutive effect of share-based awards 540 552 356 326 742 075
Weighted average number of diluted ordinary shares outstanding 101 569 647 101 133 583 101 425 903
Basic earnings per ordinary share (in €):
From continuing operations 2.20 1.61 4.62
From discontinued operations (0.43) (0.57) 0.07
Basic EPS attributable to the equity holders of the Group 1.77 1.03 4.69
Diluted earnings per ordinary share (in €):
From continuing operations 2.19 1.60 4.59
From discontinued operations (0.43) (0.57) 0.07
Diluted EPS attributable to the equity holders of the Group 1.76 1.03 4.65
32. Related Party Transactions
Several of the Group’s subsidiaries provide 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.
Compensation of Directors
The individual Directors’ remuneration granted for the fiscal years 2013, 2012 and 2011 is set forth in the “Corporate Governance” section of this annual report. The total gross remuneration of Directors, before deduction of withholding taxes, is as follows:
(in thousands of €) 2013 2012 2011
Total remuneration non-executive Directors 985 998 1 049
Executive Director
Baron Beckers-Vieujant(1) 80 80 80
Total 1 065 1 078 1 129
(1) The amounts solely relate to his remuneration as Executive Director and do not include his compensation as CEO.
Compensation of Executive Committee
The table below sets forth the number of performance and restricted stock unit awards, stock options and warrants granted by the Group during 2013, 2012 and 2011 to its Executive Committee. For more details on the share-based incentive plans, see Note 21.3.
2013 2012 2011
Performance stock unit awards 32 359 — —
Restricted stock unit awards — 62 349 24 875
Stock options and warrants 280 974 527 737 173 583
For information regarding the number of performance and restricted stock unit awards, stock options and warrants granted as well as the compensation effectively paid (for services provided in all capacities to the Group) during the respective years to the Chief Executive Officers and the other members of the Executive Committee, we refer to the Remuneration Report included in the “Corporate Governance Statement” of this annual report. The aggregate compensation for the members of Executive Committee recognized in the income statement is summarized hereafter.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 151
Amounts social security are gross contributions before deduction due by the of Company. withholding They taxes do and not social include security the compensation contributions of due the by former the employees CEO as director and include of the Company that is separately disclosed above. the In 2013, pro-rata the share aggregate of compensation compensation and includes termination termination benefits benefits for three for the other former members CEO who of the left Executive the company Committee at the end who of left 2013, the joined Company the Company in 2013, and in 2013. the pro-rata share of compensation of the new CEO and one new Executive Committee member, who In who 2012, joined the the aggregate company compensation in 2012, and includes the pro-rata the pro-rata share of share compensation of compensation of one member of two members of the Executive of the Executive Committee Committee who left the company, as well as his termination benefits.
(in millions of €) 2013 2012 2011 Short-term benefits(1) 9 8 6 Retirement and post-employment benefits(2) 1 1 1 Other long-term benefits(3) 1 1 2 Termination benefits 17 1 — Share-based compensation 3 3 3
Total compensation expense recognized in the income statement 31 14 12
(1) Short-term respective years benefits and include the portion base recognized salary and other in 2013 short-term of retention benefits, bonuses the granted annual bonus in 2013 payable to certain during members the subsequent of the Executive year for Committee. performance achieved during the (2) The contributions members for of defined Executive contribution Committee plans benefit and from the employer corporate service pension cost plans, for which defined vary benefit regionally plans. (see Note 21.1). Amounts represent the employer (3) Other cash component long-term benefits provide include for cash the payments performance to the cash grant component recipients at of the the end Long-Term of a three-year Incentive performance Plan that was period established based upon in 2003. achievement The grants of of clearly the performance defined Estimates targets. Amounts are adjusted represent every the year expense and when recognized payment by occurs. the Group during the respective years, as estimated based on realized and projected performance.
Upon his resignation, Roland Smith, who was a member of the Executive Committee until September 4, 2013, exercised 300 000 warrants Group (see and Note the 16) vesting . of his restricted stock units (40 000) was accelerated. He subsequently sold 320 360 shares to Delhaize
33. Commitments
and Purchase that specify obligations all significant include agreements terms including: to purchase fixed or goods minimum or services quantities that to are be enforceable purchased; and fixed, legally minimum binding or variable on the Group price provisions; without penalty and are the excluded. approximate timing of the transaction. Agreements that can be cancelled within 30 days of the reporting date As million of December related to the 31, acquisition 2013, purchase of predominantly obligations property, were €155 plant million and equipment (2012: €164 and million for a smaller and 2011: amount €238 intangible million), of assets. which €44 Commitments related to lease obligations are disclosed in Note 18.3.

152 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
34. Contingencies and Financial Guarantees
Delhaize of any pending Group or is threatened from time to litigation, time involved arbitration in legal or administrative actions in the ordinary proceedings course (individually of its business. or in the Delhaize aggregate) Group that is not is likely aware to potentially have a material significant adverse litigation effect costs on its and business therefore or consolidated Delhaize Group financial cannot statements. give any Any assurance litigation, that however, any currently involves risk pending and statements. litigation or which may arise in the future will not have a material adverse effect on our business or consolidated financial completed The Group during continues 2011, to 2012 be subject and 2013, to tax Delhaize audits in Group jurisdictions expects where continued we conduct audit activity business. in 2014. Although While some the ultimate audits outcome have been of tax liabilities audits and is believes not certain, it has the adequate Group has liabilities considered recorded the in merits its consolidated of its filing financial positions statements in its overall for exposures evaluation on of these potential matters. tax Based over and on above its evaluation the amounts of the currently potential recorded tax liabilities as liabilities and the in merits its consolidated of our filing positions, financial statements it is unlikely will that be potential material tax to its exposures financial condition or future results of operations. violations Delhaize Group of competition is from laws time in to jurisdictions time subject where to investigations we conduct business. or inquiries by the competition authorities related to potential In in this Zellik, context, Belgium, in 2007, and representatives requested the provision of the Belgian of certain Competition documents. Authority This visited visit was Delhaize part of Belgium’s a national procurement investigation department affecting several 2012, the companies Auditor to active the Belgian in Belgium Competition in the supply Authority and issued retail sale its investigation of health and report. beauty The products investigation and other involves household 11 suppliers goods. and In 7 Belgium retailers, from including 2002 to Delhaize 2007. In Belgium, 2013, Delhaize alleging Belgium coordination and other of price retailers increases have for lodged certain an health appeal and against beauty the products decision sold of the in Auditor suspension to utilize of the certain procedure documents pending in seized front of during the Belgian the visits Competition to Zellik and Authority. other A companies’ decision by facilities the Court and of Appeal have requested of Brussels a on end the of suspension 2014. Based is on expected the information in March contained or April 2014 in the and investigation a decision on report the and merits relevant of the case procedural precedents, challenge Delhaize is possible Group by does the decision not have of sufficient the Belgian information Competition to estimate Authority. a possible According fine or to compensation Belgian legislation, payment fines that for may competition result from law any infringements adverse future are activities, calculated capped on the at turnover 10% of of the the Group’s products annual affected Belgian by revenues the alleged in infringement the year preceding in the the last decision full year of of the the Competition alleged coordination Authority. However, circumstances there of are this many investigation, variables and regardless uncertainties of the associated outcome of with the the procedural application appeal of the pending relevant before legislation the Court to the of facts Appeal. and Moreover, legislation, athe decision parties on have the merits the right of the to appeal matter an by the adverse Authority decision would of likely the Authority not occur in before court. 2015, Consequently, and, under the current Group Belgian does thereof. currently not have sufficient information available to make a reliable estimate of any possible financial impact or the timing In answered a separate a series matter of related questionnaires to another sent of by Delhaize the Romanian Group’s Competition operations, Authority Mega Image to various in Romania, suppliers the and Group retailers has, operating since 2009, in relationships Romania in connection between the with retailers an ongoing and local antitrust food suppliers. investigation. At December The questionnaires 31, 2013, these focused broad on inquiries the contractual have neither and commercial resulted in any, the issuance are based of on any a investigation percentage of report the total nor turnover of a Statement of the year of Objections. preceding The a decision Romanian by the legislation Romanian provides Competition that antitrust Plenum. fines, if In some a shareholders’ former shareholders matter related of Alfa to Beta the Vassilopoulos Group’s wholly-owned S.A., who subsidiary together held in Greece, 7% of Alfa Delhaize Beta shares, Group have was notified filed a claim in 2011 in front that of approved the Court by of the First Hellenic Instance Capital of Athens Markets challenging Commission. the Delhaize price paid Group by the believes Group that during the the squeeze-out squeeze-out transaction process has that been was executed and any potential and completed exposure in compliance of this claim with and all to legal vigorously and regulatory defend itself. requirements. The first hearing Delhaize took Group place continues in 2013 and to assess the Court the of merits First Instance squeeze-out of Athens was launched. appointed The a decision financial of expert the Court to assist of First the Instance Court in of assessing Athens is expected the value in of 2014. the Alfa Beta shares when the Following number of the existing closing operating of Delhaize or finance Group’s lease agreed contracts, sale of which Sweetbay, extend Harveys through and 2036. Reid’s, In the the event Group of a will future provide default guarantees of the buyer, for a Delhaize minimum Group lease payments will be obligated over the under non-cancellable the terms of lease the term contract of the to guaranteed the landlords. leases, The excluding schedule other below direct provides costs the such future as be common required area to pay maintenance any amounts expenses under these and real guarantees. estate taxes, as of December 31, 2013. Currently, the Group does not expect to

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 153
(in millions of €) 2014 2015 2016 2017 2018 Thereafter Total
Finance leases
Future minimum lease payments 7 7 7 7 7 52 87
Less amount representing interest (5) (5) (5) (4) (4) (18) (41)
Present value of minimum lease payments 2 2 2 3 3 34 46
Operating leases
Future minimum lease payments (for non-cancellable leases) 14 14 14 13 11 47 113
In addition, at December 31, 2013, Delhaize Group issued other financial guarantees for a total amount of €3 million.
35. Subsequent Events
In recognize February an 2014, impairment Delhaize loss Group of approximately announced the planned sale of its Bulgarian operations to AP Mart. The Group expects to and discontinued operations. The transaction € is10 expected million and to close going in forward the second will classify quarter these of 2014 operations and is as subject assets to held regulatory for sale approval as well as customary closing conditions and working capital adjustments.
Also sale of in its February Sweetbay, 2014, Harveys Delhaize and Group Reid’s received operations approval to Bi-Lo from (see the Note U.S. 5.2) Federal . As part Trade of the Commission clearance, (FTC) Bi-Lo to agreed proceed to divest with the 12 Delhaize final approval America by the stores FTC and will be Delhaize issued Group after a agreed 30-day to comment retain two period. other stores and convert them into the Food Lion banner. The
36. List of Consolidated Companies and Joint Ventures
A. Fully Consolidated
Ownership interest in %
2013 2012 2011
Alfa Beta Vassilopoulos S.A. 81, Spaton Avenue, Gerakas, Athens, Greece 100.0 100.0 100.0
Alliance Wholesale Solutions, LLC 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A 100.0 100.0 —
Anadrasis S.A. (1) 81, Spaton Avenue, Gerakas, Athens, Greece — 100.0 100.0
Aniserco SA Rue Osseghemstraat 53, 1080 Brussels, Belgium 100.0 100.0 100.0
Athenian Real Estate Development, Inc.(2) 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. — 100.0 100.0
ATTM Consulting and Commercial, Ltd.(2) Kyriakou Matsi, 16 Eagle House, 10th floor, Agioi Omologites, P.C. 1082, Nicosia, Cyprus — 100.0 100.0
Boney Wilson & Sons, Inc. 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Bottom Dollar Food Holding, LLC(2) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. — 100.0 100.0
Bottom Dollar Food Northeast, LLC 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Bottom Dollar Food Southeast, LLC(2) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. — 100.0 100.0
Centar za obuchenie i prekvalifikacija EOOD Bitolya 1A str, Varna, Bulgaria 100.0 100.0 100.0
C Market a.d. Beograd Jurija Gagarina Street, 14, 11 070 Novi Beograd, Serbia 75.4 75.4 75.4
Delhaize Albania SHPK(3) Autostrada Tiranë – Durrës, Km. 7, Kashar, Albania — 100.0 100.0
Delhaize America Distribution, LLC(4) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 — —
Delhaize America, LLC 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Delhaize America Shared Services Group, LLC 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Delhaize America Supply Chain Services, Inc.(4) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 — —
Delhaize BH d.o.o. Banja Luka Branka Popovića 115, 78000 Banja Luka, Bosnia and Herzegovina 100.0 100.0 100.0
Delhaize Distribution Luxembourg S.A. Rue d’Olm 51, 8281 Kehlen, Grand Duchy of Luxembourg 100.0 100.0 100.0
Delhaize Finance B.V. Martinus Nijhofflaan 2, 2624 ES Delft, The Netherlands 100.0 100.0 100.0
Delhaize Griffin SA Square Marie Curie 40, 1070 Brussels, Belgium 76 St. Paul Street, Suite 500, Burlington, VT 05401-4477, 100.0 100.0 100.0
Delhaize Insurance Company, Inc. U.S.A. 100.0 100.0 100.0
Delhaize Luxembourg S.A. Rue d’Olm 51, Z.I., 8281 Kehlen, Grand Duchy of Luxembourg 100.0 100.0 100.0
Delhaize Montenegro d.o.o. Podgorica(3) Josipa Broza Tita 23a, 81 000 Podgorica, Montenegro — 100.0 100.0
Delhaize Serbia d.o.o. Beograd Jurija Gagarina Street, 14, 11 070 Novi Beograd, Serbia 100.0 100.0 100.0

154 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Ownership interest in %
2013 2012 2011
Delhaize The Lion America, LLC 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Delhaize The Lion Coordination Center S.A. Rue Osseghemstraat 53, 1080 Brussels, Belgium 100.0 100.0 100.0
Delhaize “The Lion” Nederland B.V. Martinus Nijhofflaan 2, 2624 ES Delft, The Netherlands 100.0 100.0 100.0
Delhaize US Holding, Inc. 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Delhome SA Bld de l’Humanité 219/221, 1620 Drogenbos, Belgium 100.0 100.0 100.0
Delimmo SA Rue Osseghemstraat 53, 1080 Brussels, Belgium 100.0 100.0 100.0
Dofalex SCSA(4) Rue Osseghemstraat 53, 1080 Brussels, Belgium 100.0 — —
DZA Brands, LLC 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Ela d.o.o. Kotor(3) Trg od oruzja bb, Kotor, Montenegro — 100.0 51.0
ENA S.A. 81, Spaton Avenue, Gerakas, Athens, Greece — — 100.0
FL Food Lion, LLC(2) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. — 100.0 100.0
Food Lion, LLC 2110 Executive Drive, Salisbury, NC 28147, U.S.A 100.0 100.0 100.0
Fourth Retained Subsidiary, LLC(4) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 — —
Guiding Stars Licensing Company 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Hannaford Bros. Co., LLC 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Hannaford Energy, LLC 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Hannaford Licensing Corp.(2) 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. — 100.0 100.0
Hannaford Trucking Company 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Hannbro Company(2) 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. — 100.0 100.0
Harvey’s Stamping Company, LLC 2110 Executive Drive, Salisbury, NC 28187, U.S.A. 100.0 100.0 100.0
Holding and Food Trading Company Single Partner LLC 81, Spaton Avenue, Gerakas, Athens, Greece 100.0 100.0 100.0
Holding and Food Trading Company Single Partner LLC & Co Ltd Partnership 81, Spaton Avenue, Gerakas, Athens, Greece 100.0 100.0 100.0
Huro NV Rue Osseghemstraat 53, 1080 Brussels, Belgium — — 100.0
I-Del Retail Holdings, Ltd. 70 Sir John Rogerson’s Quay, Dublin 2, Ireland 100.0 100.0 100.0
J.H. Harveys Co., LLC 727 South Davis Street, Nashville, GA 31639, U.S.A 100.0 100.0 100.0
Kash n’ Karry Food Stores, Inc. 3801 Sugar Palm Drive, Tampa, FL 33619, U.S.A. 100.0 100.0 100.0
Kingo CVA Mechelseweg 50, 1880 Kappelle-op-den-Bos, Belgium 100.0 100.0 —
Leoburg NV Rue Osseghemstraat 53, 1080 Brussels, Belgium 100.0 100.0 100.0
Liberval SA(1) Rue Osseghemstraat 53, 1080 Brussels, Belgium — 100.0 —
Lion Lux Finance S.à r.l. Rue d’Olm 51, 8281 Kehlen, Grand-Duchy of Luxembourg 100.0 100.0 100.0
Lion Real Estate Albania SHPK Autostrada Tiranë – Durrës, Km. 7, Kashar, Albania 100.0 100.0 —
Lion Retail Holding S.à r.l. Rue d’Olm 51, 8281 Kehlen, Grand-Duchy of Luxembourg 100.0 100.0 100.0
Lithia Springs Holdings, LLC (previously Lithia Springs, LLC) P.O. Box 517, Ochlocknee, GA 31773, U.S.A. 60.0 60.0 60.0
Marietta Retail Holdings, LLC 3735 Beam Rd, Unit B, Charlotte, NC 28217, U.S.A. 0.0 0.0 0.0
Marion Real Estate Investments, LLC 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Martin’s Foods of South Burlington, Inc.(1) 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. — 100.0 100.0
Martin’s Foods of South Burlington, LLC(4) 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 — —
MC Portland, LLC 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Mega Doi S.R.L.(2) 39-49 Nicolae Titulescu Avenue, 1st district, Bucharest, — 99.2 99.2
Romania
Mega Image S.R.L. 95 Siret Street, 1st district, Bucharest, Romania 100.0 100.0 100.0
Molmart NV(2) Rue Osseghemstraat 53, 1080 Brussels, Belgium — 100.0 100.0
Morrills Corner, LLC 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Oxon Run Inc. 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 75.0 75.0 75.0
Pekabeta a.d. Beograd Jurija Gagarina Street, 14, 11 070 Novi Beograd, Serbia — — 95.6
Istoria Slavyanobulgarska Street 21A, 1220 Sofia,
Piccadilly AD 100.0 100.0 100.0
Bulgaria
Points Plus Punten SA Rue Osseghemstraat 53, 1080 Brussels, Belgium 100.0 100.0 100.0
Progressive Distributors, Inc. 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Rue de Merl 74, 2146 Luxembourg, Grand Duchy of
Redelcover S.A. 100.0 100.0 100.0
Luxembourg
Retained Subsidiary One, LLC(4) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 — —
Risk Management Services, Inc. 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 100.0 100.0
Rousseau NV Kouter 158, 9000 Gent, Belgium — — 100.0
Second Retained Subsidiary, LLC(4) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 — —

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 155
Ownership interest in %
2013 2012 2011
Parc des Moulins, Avenue de la Créativité 4, 59650
Serdelco S.A.S. 100.0 100.0 100.0
Villeneuve d’Ascq, France
Sinking Spring Retail Holdings, LLC 3735 Beam Rd, Unit B, Charlotte, NC 28217, U.S.A. 0.0 0.0 0.0
Smart Food Shopping SA Chaussée de Wavre 42A, 5030 Gembloux, Belgium 100.0 100.0 100.0
SS Morrills, LLC 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Summit Commons Retail Holdings, LLC 3735 Beam Rd, Unit B, Charlotte, NC 28217, U.S.A. 0.0 0.0 0.0
Superb Beverage Inc. 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 0.0 0.0 0.0
The Metropolitan Building, 3rd Floor, James Joyce Street,
The Pride Reinsurance Company, Ltd. 100.0 100.0 100.0
Dublin 1, Ireland
Third Retained Subsidiary, LLC(4) 2110 Executive Drive, Salisbury, NC 28147, U.S.A. 100.0 — —
TP Srbija a.d. Kragujevac Crvenog barjaka bb, 34000 Kragujevac, Serbia 100.0 100.0 95.4
TP Stadel d.o.o. Kragujevac Crvenog barjaka bb, 34000 Kragujevac, Serbia 100.0 100.0 95.4
Victory Distributors, LLC 145 Pleasant Hill Road, Scarborough, ME 04074, U.S.A. 100.0 100.0 100.0
Wambacq & Peeters NV Isidoor Crockaertstraat 25, 1731 Zellik, Belgium — — 85.0
Wintrucks NV Rue Osseghem 53, 1080 Brussels, Belgium — — 88.0
Zvezdara a.d. Beograd Živka Davidovica 64, Belgrade, Serbia 68.2 68.2 68.2

(1) Merged into a group company during 2013.

(2) Liquidated in 2013.

(3) Sold in 2013.

(4) Newly created or acquired company during 2013.

B.
Joint Ventures
Ownership Interest in %
2013
2012
2011
P.T. Lion Super Indo, LLC
Menara Bidakara 2, 19th Floor
Jl. Jend. Gatot Soebroto Kav. 71 -73 Pancoran, Jakarta Selatan 12870, Indonesia
51.0
51.0
51.0
Super (see Note Indo 2.2) is accounted . The table for below as a joint reflects venture summarized applying the IFRS “equity financial method”, information as Delhaize of Super Group Indo shares (stand control alone), with another adjusted party for differences in accounting policies between the Group and Super Indo:
December 31,
(in millions of €) 2013 2012 2011
Balance Sheet
Non-current assets 33 38 32
Current assets 57 54 52
Non-current liabilities 2 2 2
Current liabilities 41 35 31
Statement of Comprehensive Income
Profit before taxes and discontinued operations 8 9 10
Net profit from continuing operations 7 7 8
Other comprehensive income — — —
Total comprehensive income 7 7 8

156 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Supplementary Information
Quarterly Data (Unaudited)
(in millions of €, except earnings per share)
2013 Full Year 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter
Revenues 21 108 5 144 5 287 5 339 5 338
Gross profit 5 104 1 266 1 283 1 280 1 275
Gross margin 24.2% 24.6% 24.3% 24.0% 23.9%
Selling, general and administrative expenses (4 476) (1 090) (1 125) (1 137) (1 124)
as a percentage of revenues 21.2% 21.2% 21.3% 21.3% 21.0%
Operating profit (loss) 487 173 177 (20) 157
Operating margin 2.3% 3.4% 3.3% (0.4%) 2.9%
Net profit (loss) from continuing operations 226 101 103 (78) 100
Group share in net profit (loss) 179 61 104 (87) 101
Group share in net profit (loss) per share:
Basic 1.77 0.60 1.03 (0.86) 1.00
Diluted 1.76 0.60 1.02 (0.85) 0.99
2012 Full Year 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter
Revenues 20 991 5 031 5 256 5 369 5 335
Gross profit 5 100 1 237 1 268 1 307 1 288
Gross margin 24.3% 24.6% 24.1% 24.4% 24.1%
Selling, general and administrative expenses (4 425) (1 100) (1 116) (1 111) (1 098)
as a percentage of revenues 21.1% 21.8% 21.2% 20.7% 20.6%
Operating profit (loss) 415 23 175 226 (9)
Operating margin 2.0% 0.5% 3.3% 4.2% (0.2%)
Net profit (loss) from continuing operations 160 (7) 89 193 (115)
Group share in net profit (loss) 104 (3) 87 189 (169)
Group share in net profit (loss) per share:
Basic 1.03 (0.02) 0.86 1.88 (1.68)
Diluted 1.03 (0.02) 0.86 1.87 (1.68)
2011 Full Year 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter
Revenues 19 519 4 634 4 730 4 940 5 215
Gross profit 4 933 1 177 1 180 1 248 1 328
Gross margin 25.3% 25.4% 24.9% 25.3% 25.5%
Selling, general and administrative expenses (4 098) (987) (995) (1 026) (1 090)
as a percentage of revenues 21.0% 21.3% 21.0% 20.8% 20.9%
Operating profit 775 207 200 233 135
Operating margin 4.0% 4.5% 4.2% 4.7% 2.6%
Net profit from continuing operations 465 121 114 134 96
Group share in net profit 472 126 117 133 96
Group share in net profit per share:
Basic 4.69 1.25 1.16 1.32 0.96
Diluted 4.65 1.24 1.15 1.31 0.95

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 157
Number of Stores (at year-end)
2013 2012 2011 2010 2009 2008 2007 2006 2005 2004
United States 1 360 1 364 1 462 1 442 1 423 1 408 1 387 1 366 1 354 1 356
Belgium and G.D. Luxembourg 852 840 821 805 792 771 734 840(1) 806 745
Greece 281 268 251 223 216 201 159 148 135 129
Romania 296 193 105 72 51 40 22 18 16 16
Indonesia 117 103 89 73 66 63 56 50 46 42
Serbia 381 363 366 — — — — — — —
Bosnia and Herzegovina 39 41 44 — — — — — — —
Bulgaria 54 43 42 — — — — — — —
Subtotal 3 380 3 215 3 180 2 615 2 548 2 483 2 358 2 422 2 357 2 288
Divested and Discontinued Operations
Czech Republic — — — — — — — 97 94 97
Slovakia — — — — — — — — — 11
Germany — — — — — 4 4 3 2 2
Albania — 23 18 — — — — — — —
Montenegro — 24 22 — — — — — — —
United States (Sweetbay, Harveys & Reid’s) 154 189 188 185 184 186 183 183 183 167
Total 3 534 3 451 3 408 2 800 2 732 2 673 2 545 2 705 2 636 2 565

(1) Includes 132 Di stores sold in 2007.

Number of Employees (at year-end)
2013 2012 2011
Full-time 76 126 77 457 78 945
Part-time 84 757 80 453 80 911
FTE(1) 120 606 119 804 121 648
Male 76 630 75 102 77 175
Female 84 253 82 808 82 681
Total 160 883 157 910 159 856
Geographical Split
2013 2012 2011
Total FTE(1) Total FTE Total FTE
United States 108 053 73 069 104 613 72 003 107 237 74 492
Belgium (including G.D. Luxembourg) 16 227 13 609 16 438 13 708 16 968 14 139
Greece 10 958 8 547 10 599 8 306 10 438 8 234
Romania 6 820 6 700 5 693 5 557 4 277 4 167
Indonesia 5 670 5 670 5 489 5 489 5 165 5 165
Serbia 10 716 10 612 10 860 10 646 10 890 10 621
Bulgaria 1 501 1 462 1 971 1 907 2 442 2 425
Bosnia and Herzegovina 938 937 1 053 1 048 1 245 1 232
Montenegro — — 706 655 713 692
Albania — — 488 485 481 481
Total 160 883 120 606 157 910 119 804 159 856 121 648

(1) Full-time equivalent.

158 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Organic Revenue Growth Reconciliation
(in millions of €) 2013 2012 % Change
Revenues 21 108 20 991 0.6%
Effect of exchange rates 430
Revenues at identical exchange rates 21 538 20 991 2.6%
Effect of the U.S. store portfolio optimization(1) (5) (100)
Organic revenue growth 21 533 20 891 3.1%
The organic revenue growth excludes the revenues generated from the 126 U.S. stores, which were closed in 2012 as part of the portfolio optimization, and the revenues generated by the 11 stores (8 Food Lion and 3 Bottom Dollar Food) that were closed early 2013.
Results at Identical Exchange Rates
(in millions of €, except per share amounts) 2013 2012 2013/2012
Effect of
At Actual Exchange At Identical At Actual At Actual At Identical
Rates Rates Rates Rates Rates Rates
Revenues 21 108 430 21 538 20 991 0.6% 2.6%
Operating profit 487 15 502 415 17.3% 20.8%
Net profit from continuing operations 226 8 234 160 41.1% 46.2%
Group share in net profit 179 7 186 104 71.8% 78.5%
Basic earnings per share from Group share in 1.77 0.07 1.84 1.03 71.4% 78.1%
net profit
Diluted earnings per share from Group share 1.76 0.07 1.83 1.03 71.1% 77.8%
in net profit
Free cash flow 669 16 685 773 -13.4% -11.3%
(in millions of €) December 31, 2013 Dec. 31, 2012 Change
Net debt 1 473 (1) 1 472 2 072 -28.9% -29.0%
EBITDA reconciliation
(in millions of €) 2013 2012 2011
Operating profit (as reported) 487 415 775
Add (substract):
Depreciation and amortization 579 599 540
Impairment 213 220 140
EBITDA 1 279 1 234 1 455
Underlying Group Share in Net Profit from Continued Operations reconciliation
(in millions of €) 2013 2012
Net profit from continuing operations 226 160
Add (substract):
Net (profit) loss from non-controlling interests (4) 2
Elements considered in the underlying profit calculation 266 370
Non-recurring finance costs — 19
Effect of the above items on income tax and non-controlling interests (35) (78)
Non-recurring income tax expense (benefit) — (47)
Underlying group share in net profit from continued operations 453 426

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 159
Historical Financial Overview
RESULTS (in millions of €) 2013 2012 2011 2010(4) 2009(4) 2008(4) 2007(4) 2006(4)
Revenues 21 108 20 991 19 519 20 850 19 938 19 024 18 943 19 215
Operating profit 487 415 775 1 024 942 904 937 947
Net financial expenses (188) (230) (169) (203) (202) (202) (332) (276)
Income tax expense (77) (29) (145) (245) (228) (217) (204) (245)
Net profit from continuing operations 226 160 465 576 512 485 401 426
Net profit (Group share) 179 104 472 574 514 467 410 352
Free cash flow(1) 669 773 (229) 665 626 162 326 216
FINANCIAL POSITION (in millions of €)
Total assets 11 596 11 917 12 276 10 902 9 748 9 700 8 822 9 295
Total equity 5 076 5 188 5 416 5 069 4 409 4 195 3 676 3 561
Net debt(1) 1 473 2 072 2 660 1 787 2 063 2 402 2 244 2 635
Enterprise value(1),(2) 5 899 5 155 7 082 7 400 7 472 6 849 8 281 8 726
PER SHARE INFORMATION (in €)
Group net earnings (basic)(3) 1.77 1.03 4.69 5.73 5.16 4.70 4.20 3.71
Group net earnings (diluted)(3) 1.76 1.03 4.65 5.68 5.08 4.59 4.04 3.55
Free cash flow(1),(3) 6.62 7.66 (2.28) 6.64 6.26 1.63 3.35 2.28
Gross dividend 1.56 1.40 1.76 1.72 1.60 1.48 1.44 1.32
Net dividend 1.17 1.05 1.32 1.29 1.20 1.11 1.08 0.99
Pay-out ratio (net profit – Group share) 89.4% 137.1% 38.0% 30.4% 31.4% 31.9% 35.2% 36.4%
Shareholders’ equity(2) 49.49 50.88 53.11 49.91 43.54 41.19 36.17 36.55
Share price (year-end) 43.20 30.25 43.41 55.27 53.62 44.20 60.20 63.15
RATIOS (%)
Operating margin 2.3% 2.0% 4.0% 4.9% 4.7% 4.8% 4.9% 4.9%
Effective tax rate of continuing
operations 25.9% 15.7% 23.9% 29.8% 30.8% 30.9% 33.7% 36.5%
Net margin (Group share) 0.8% 0.5% 2.4% 2.8% 2.6% 2.5% 2.2% 1.8%
Net debt to equity(1) 29.0% 39.9% 49.1% 35.3% 46.8% 57.3% 61.0% 74.0%
CURRENCY INFORMATION
Average € per $ rate 0.7530 0.7783 0.7184 0.7543 0.7169 0.6799 0.7297 0.7964
€ per $ rate at year-end 0.7251 0.7579 0.7729 0.7484 0.6942 0.7185 0.6793 0.7593
OTHER INFORMATION
Number of sales outlets 3 534 3 451 3 408 2 800 2 732 2 673 2 545 2 705
Capital expenditures (in millions of €) 565 681 754 660 520 714 729 700
Number of employees (thousands) 161 158 160 139 138 141 138 143
Full-time equivalents (thousands) 121 120 122 103 104 106 104 107
Weighted average number of shares
outstanding (thousands) 101 029 100 777 100 684 100 271 99 803 99 385 97 666 94 939
See “Financial Review” section for explanation of the non-GAAP financial measures.
Calculated using the total number of shares issued at year-end.
Calculated using the weighted average number of shares outstanding over the year.
Not adjusted for (i) the reclassification of the banners Sweetbay, Harveys and Reid’s to discontinued operations given their planned divestiture and (ii) the initial application of the amendments to IAS 19 and IFRS 11, whereby P.T. Lion Super Indo, LLC is accounted for under the equity method.

160 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Certification of Responsible Persons
The undersigned, Frans Muller, President and Chief Executive Officer of Delhaize Group, and Pierre Bouchut, Chief Financial
Officer of Delhaize Group, confirm that to the best of their knowledge:
a) the consolidated financial statements for the year ending December 31, 2013 have been prepared in accordance with IFRS
(International Financial Reporting Standards) and give, in all material respects, a true and fair view of the consolidated
financial position and results of Delhaize Group and of its subsidiaries included in the consolidation;
b) the management report for the year ending December 31, 2013 gives, in all material respects, a true and fair view of the
evolution of the business, the results and the situation of Delhaize Group and of its subsidiaries included in the consolidation,
as well as an overview of the most significant risks and uncertainties with which Delhaize Group is confronted.
Brussels, March 12, 2014
Frans Muller Pierre Bouchut
President and CEO Executive Vice President and CFO

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 161
Report of the Statutory Auditor
Delhaize Brothers and co “The Lion” (Delhaize Group) SA/NV
Statutory auditor’s statements report to for the the shareholders year ended meeting December on the 31, consolidated 2013 financial
To the shareholders
report As required on the by consolidated law, we report financial to you on statements the statutory as defined audit mandate below which together you with have our entrusted report on to us. other This legal report and includes regulatory our requirements. consolidated income These statement, consolidated the financial consolidated statements statement comprise of comprehensive the consolidated income, balance the consolidated sheet as at December statement of 31, changes 2013, the in policies equity and and the other consolidated explanatory statement notes. of cash flows for the year then ended, as well as the summary of significant accounting
Report on the consolidated financial statements
We have audited the accompanying consolidated financial statements of Delhaize Brothers and Co “The Lion” (Delhaize Group)
Standards SA (“the company”) as adopted and by the its European subsidiaries Union (jointly and “the with the group”), legal prepared and regulatory in accordance requirements with applicable International in Belgium. Financial Reporting
The consolidated statement of financial position shows total ended assets of of €11 596 million and the consolidated income statement shows a consolidated profit (group share) for the year then €179 million.
Responsibility of the board of directors for the preparation of the consolidated financial statements accordance The board of with directors International is responsible Financial for Reporting the preparation Standards and fair as adopted presentation by the of these European consolidated Union and financial with the statements legal and in enable regulatory the requirements preparation of applicable consolidated in Belgium, financial and statements for such internal that are control free from as the material board misstatement, of directors determines whether due is necessary to fraud or to error.
Statutory auditor’s responsibility
Our audit responsibility in accordance is with to express International an opinion Standards on these on Auditing. consolidated Those financial standards statements require that based we comply on our audit. with ethical We conducted requirements our and from plan material and misstatement. perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial material statements. misstatement The procedures of the consolidated selected depend financial on statements, the statutory whether auditor’s due judgment, to fraud or including error. In the making assessment those risk of assessments, the risks of the statements auditor in considers order to internal design audit control procedures relevant that to the are group’s appropriate preparation in the circumstances, and fair presentation but not for of the the purpose consolid ated of expressing financial accounting an opinion policies on the used effectiveness and the reasonableness of the group’s of internal accounting control. estimates An audit made also by includes the board evaluating of directors, the as appropriateness well as evaluating of the directors overall the presentation explanations of and the consolidated information necessary financial statements. for performing We our have audit. obtained from the company’s officials and the board of
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Unqualified opinion
In our opinion, the consolidated financial statements of Delhaize Brothers and Co “The Lion” (Delhaize Group) SA give a true and fair then view ended, of the in group’s accordance net equity with International and financial Financial position as Reporting of December Standards 31, 2013, as adopted and of its by results the European and its cash Union flows and for the with year the legal and regulatory requirements applicable in Belgium.

162 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Report on other legal and regulatory requirements
The statements board .of directors is responsible for the preparation and the content of the directors’ report on the consolidated financial In regulatory the framework requirements of our . mandate, On this basis, our responsibility we provide the is to following verify, for additional all significant comment aspects, which the does compliance not modify with the some scope legal of and our audit opinion on the consolidated financial statements: The aspects, directors’ in agreement report on with the the consolidated consolidated financial financial statements statements includes and the is not information in obvious required contradiction by law, with is, for any all information significant obtained in the context of our mandate.
Diegem, March 12, 2014 The statutory auditor
DELOITTE Bedrijfsrevisoren / Reviseurs d’Entreprises
BV o.v.v.e. CVBA / SC s.f.d. SCRL Represented by Michel Denayer

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 163
Summary Statutory Accounts of Delhaize Group SA/NV
The summarized annual statutory accounts of Delhaize Group SA/NV are presented below. In accordance with the Belgian
Company Code, the full annual accounts, the statutory Directors’ report and the Statutory Auditor’s report will be filed with the National Bank of Belgium. These documents will also be available on the Company’s website, www.delhaizegroup.com, and can be obtained upon request from Delhaize Group SA/NV, rue Osseghemstraat 53, 1080 Brussels, Belgium. The Statutory Auditor has expressed an unqualified opinion on these annual accounts.
Summary of Accounting Principles
The annual statutory accounts of Delhaize Group SA are prepared in accordance with Belgian Generally Accepted Accounting Principles (Belgian GAAP).
1. Formation expenses
Formation expenses are capitalized and amortized over a period of five years or, if they are related to debt issuance costs, over the maturity of the loans.
2. Intangible Fixed Assets
Intangible assets are recognized as assets in the balance sheet and amortized over their expected useful live. The intangible assets are amortized as follows: ? Goodwill 5 years ? Software 5 to 8 years
Internally developed software
Internally developed software is recognized as an intangible asset and is measured at cost to the extent that such cost does not exceed its value in use for the Company. The Company recognizes internally developed software as an intangible asset when it is expected that such asset will generate future economic benefits and when the Company has demonstrated its ability to complete and use the intangible asset. The cost of internally developed software comprises the directly or indirectly attributable costs of preparing the asset for its intended use to the extent that such costs have been incurred until the asset is ready for use. Internally developed software is amortized over a period of 5 years to 8 years.
3. Tangible Fixed Assets
Tangible fixed assets are recorded at purchase price or at agreed contribution value.
Assets held as finance leases are stated at an amount equal to the fraction of deferred payments provided for in the contract representing the capital value.
Depreciation rates are applied on a straight-line basis at the rates admissible for tax purposes: ? Land 0.00% /year ? Buildings 5.00% /year ? Distribution centers 3.00% /year ? Equipment for intensive use 33.33% /year ? Furniture 20.00% /year ? Motor vehicles 25.00% /year
Plant, machinery and equipment are depreciated over periods of 5, 12 and 25 years based on the expected useful live of each type of component.
4. Financial Fixed Assets
Financial fixed assets are valued at cost, less accumulated impairment losses. Impairment loss is recorded to reflect long-term impairment of value. Impairment loss is reversed when it is no longer justified due to a recovery in the asset value. A fair valuation method is applied, taking into account the nature 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 by the potential unrecognized 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, except when the circumstances prevent doing so. When the valuation method shows a fair value lower than the book value of a financial asset, an impairment loss is recognized but only to reflect the long-term impairment of value.

164 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
5. Inventories
Inventories are valued at the lower of cost (on a weighted average cost basis) or net realizable value. Inventories are written down on a case-by-case basis if the anticipated net realizable value declines below the carrying amount of the inventories.
Such net realizable value corresponds to the anticipated estimated selling price less the estimated costs necessary to make the sale. When the reason for a write-down of the inventories has ceased to exist, the write-down is reversed.
6. Receivables and Payables
Amounts receivable and payable are recorded at their nominal value, less allowance for any amount receivable whose value is considered to be impaired on a long-term basis. Amounts receivable and payable in a currency, other than the currency of the Company, that are not hedged by a derivative instrument, are valued at the exchange rate prevailing on the closing date.
The resulting translation difference is written off if it is a loss and deferred if it is a gain.
Amounts receivable and payable in a currency other than the currency of the Company, and hedged by a derivative instrument, are valued at the exchange rate fixed within the financial instrument with a consequence that there is no resulting translation difference in the exchange rate.
7. Treasury shares
The purchase of treasury shares is recorded on the balance sheet at acquisition cost. When at balance sheet date, the market value is below the acquisition cost, the unrealized loss is recorded in the income statement. Upon sale, the treasury shares are derecognized at their historical acquisition cost, less any recognized losses.
8. Provision for Liabilities and Charges
Provision for liabilities and charges are recorded to cover probable or certain losses of a precisely determined nature but whose amount, as of the balance sheet date, is not precisely known. They include, principally: ? Pension obligations, early retirement benefits and similar benefits due to present or past employees ? the Taxation amounts due due on review within one of taxable year income or tax calculations not already included in the estimated payable included in ? Significant reorganization and store closing costs ? Charges for which the Company may be liable as a result of current litigation.
9. Debt Under Finance Leases and Similar Debts
At the end of each year, these commitments are valued at the fraction of outstanding deferred payments, corresponding to the capital value of the assets, which mature within more than one year. The fraction of these payments contractually maturing within less than one year is recorded under “Current portion of long-term debts”.

10. Derivative financial instruments

The Company uses derivative financial instruments such as foreign exchange forward contracts, interest rate swaps and currency swaps to manage its exposure on interest rate risks and foreign currency exchange risks relating to borrowings. Call options are used to manage the exposure in relation to the exercise of the stock options granted to the entitled employees of Delhaize Group SA/NV. The purchased call options are recognized on the balance sheet at acquisition cost which is in general the paid premium. In case the option is exercised the recognized premium forms part of the acquisition cost of the purchased treasury shares. However, in case the option expires and it is not exercised, then the recognized premium is recorded as expense in the income statement.
For the measurement of the derivative financial instruments, Delhaize Group SA/NV does not apply the Mark-To-Market method. Instead the foreign exchange forward contracts, the interest rate swaps and the currency swaps are measured in the same way as the underlying exposures in accordance with the principle of accrual accounting. The accrued interest income and expenses, the realized foreign exchange differences and the unrealized foreign exchanges losses are recognized in the income statement in the same caption as the underlying exposure. On the other hand the unrealized foreign exchange gains are deferred on the balance sheet in accordance with the principle of prudency.
In accordance with its internal policy, Delhaize Group SA/NV does not hold or issue derivative instruments for speculative or trading purposes.
Summary of the net earnings per share of Delhaize Group SA/NV:
2013 2012 2011
Net earnings (loss) per share (0.73) 4.03 2.94

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 165
Summary Company Accounts of Delhaize Group SA/NV
Assets
(in millions of €) December, 31
2013 2012
Fixed assets 8 301 8 779
Formation expenses 11 13
Intangible fixed assets 136 131
Tangible fixed assets 439 433
Financial fixed assets 7 715 8 202
Current assets 772 815
Amounts receivable after more than one year 11 5
Inventories 210 210
Short-term receivables 432 441
Short-term investments 48 31
Cash and bank 53 112
Prepayments and accrued income 18 16
Total assets 9 073 9 594
Liabilities and Equity
(in millions of €) 2013 2012
Shareholders’ equity 3 905 4 116
Capital 51 51
Share premium 2 822 2 798
Distributable reserves 28 45
Other reserves 105 88
Profit carried forward 899 1 134
Provisions and deferred taxation 15 17
Financial liabilities 4 063 4 399
After one year 3 380 3 747
Within one year 683 652
Trade creditors 672 670
Other liabilities 418 392
After one year 1 1
Within one year 377 346
Accruals and deferred income 40 45
Total liabilities and equity 9 073 9 594

166 DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS
Income Statement
(in millions of €) 2013 2012
Operating income 5 033 4 897
Sales 4 861 4 717
Other operating income 172 180
Operating expenses (4 913) (4 741)
Merchandise and consumables (3 692) (3 559)
Salaries, social security and pensions (683) (654)
Other operating expenses (538) (528)
Operating profit 120 156
Financial income 238 485
Financial charges (153) (232)
Current profit before taxation 205 409
Exceptional income 8 9
Exceptional expenses (288) (7)
Current year profit (loss) before taxation (75) 411
Transfer (-) to/ release (+) from deferred taxes — —
Current taxation — (1)
Financial year results (75) 410
Transfer (-) to/ release (+) from tax-exempt reserves — —
Financial year results to be appropriated (75) 410
Appropriation of Profit
(in millions of €) 2013 2012
Profit (loss) of the year to be appropriated (75) 410
Profit brought forward from previous year 1 134 867
Transfer from reserves — —

1 059 1 277

Appropriation:
Profit to carry forward 899 1 134
Dividends to shareholders(1) 160 143
As a result of the exercise of warrants issued under the Delhaize Group 2002 Stock Incentive Plan, the Company might have to issue new ordinary shares, to which coupon no. 52 entitling the holder to the payment of the 2013 dividend is attached, between the date of adoption of the annual accounts by the Board of Directors and the date of their approval by the Ordinary Shareholders’ Meeting of May 22, 2014. The Board of Directors will communicate at the Ordinary General Meeting of May 22, 2014 the aggregate number of shares entitled to the 2013 dividend and will submit to this meeting the final amount of the total dividend for approval. The annual accounts of 2013 will be modified accordingly.

DELHAIZE GROUP ANNUAL REPORT 2013 FINANCIAL STATEMENTS 167
Share Capital
(December 31, 2013) (in thousands of €) Number of Shares
Share capital
Shares in issue
At the end of the previous year 50 961
Issue of new shares 264
At the end of the financial year 51 225
Analysis of share capital
Class of shares
Ordinary shares of no nominal value 102 449 570
Registered shares or bearer shares
Registered 3 653 229
Bearer 98 796 341
Treasury shares held by
The company itself 1 113 450
Its subsidiaries 87 493
Commitments to issue new shares
On the exercise of subscription rights
Number of subscription rights in issue 3 159 973
Amount of capital to be subscribed 1 580
Corresponding maximum number of shares to be issued 3 159 973
Unissued authorized capital 4 755

168 DELHAIZE GROUP ANNUAL REPORT 2013 INVESTORS
SHAREHOLDER
INFORMATION
DELHAIZE GROUP SHARES TRADE ON NYSE EURONEXT BRUSSELS UNDER
THE SYMBOL DELB. AMERICAN DEPOSITARY SHARES (ADSs) ARE
TRADED ON THE NEW YORK STOCK EXCHANGE UNDER THE SYMBOL DEG. ADSS ARE EVIDENCED BY AMERICAN
DEPOSITARY RECEIPTS (ADRs). INFORMATION ON DELHAIZE GROUP’S
SHARE PRICE CAN BE FOUND ON THE WEBSITES OF DELHAIZE GROUP
(WWW.DELHAIZEGROUP.COM), NYSE EURONEXT BRUSSELS (WWW.
EURONEXT.COM) AND THE NEW YORK STOCK EXCHANGE (WWW.NYSE.COM). DETAILED INFORMATION ON TRADING
ACTIVITY AND SHARE PRICES CAN ALSO BE FOUND IN THE FINANCIAL SECTION OF MANY NEWSPAPERS.
SHARE EVOLUTION (2013—IN $)
75
70 Delhaize Group share (DELB)
65 60 55 50
45 EURONEXT 100
40 35
30 J F M A M J J A S O N D
SHARE EVOLUTION (2013—IN €)
60
55
Delhaize Group ADR (DEG)
50 45 40
35
30 S&P 500
25
20 J F M A M J J A S O N D
Share Performance in 2013
On December 31, 2013, the closing price of Delhaize Group’s ordinary share on NYSE Euronext Brussels was €43.20, an increase of 42.8% compared to €30.25 a year earlier. During the same period, the Euro Stoxx 50 index increased by 17.9% and the Bel20 index increased by 18.1%. The FTSE Eurofirst 300 Food and Drug Retailers Index increased by 12.4% in 2013. In 2013, Delhaize Group shares traded on NYSE Euronext Brussels at an average closing price of €44.31 and an average daily trading volume of 550 954 shares.
On December 31, 2013, the closing price of Delhaize Group’s ADRs on the New York Stock Exchange was $59.42, 46.5% higher than the closing price on December 30, 2012 ($40.55). In the same period, the S&P 500 index increased by 29.6%, and the S&P 500 Food and Staples Retailing Index increased by 29.9%. In 2013, the average daily trading volume of Delhaize Group ADRs was 51 461. As from April 7th 2014,

4 ADR’s trade for 1 Delhaize Group share.

Equity Indices
On December 31, 2013, Delhaize Group’s shares were included in the following major stock indices: BEL20, Euronext 100, Dow Jones Stoxx 600 and the Dow Jones Sustainability Index.
On December 31, 2013, the weight of Delhaize Group shares in the BEL20 index was 5.3%. Delhaize Group shares represented the 8th largest constituent in the index.
On December 31, 2013, the weight of Delhaize Group in the Euronext 100 index was 0.23%. Delhaize Group represented the 92th largest constituent in the index.

DELHAIZE GROUP ANNUAL REPORT 2013 SHAREHOLDER INFORMATION 169
FINANCIAL CALENDAR
Press release—2014 first quarter results
May 7, 2014(1)
Shareholders’ record date
May 8, 2014
Final date for notifying intent to participate
May 16, 2014(1)
in the Ordinary Shareholders’ Meeting Ordinary Shareholders’ Meeting
May 22, 2014
ADR and ordinary share dividend record date
May 30, 2014
Dividend for the financial year 2013 becomes
June 2, 2014
payable to owners of ordinary shares
Dividend for the financial year 2013 becomes
June 5, 2014
payable to ADR holders
Press release—2014 second quarter results
August 7, 2014(1)
Press release—2014 third quarter results
November 6, 2014(1)
(1) You are kindly invited to listen to the related conference call. See www.delhaizegroup.com for further details on the conference call and the webcast.
Dividend
In March 2014, the Board of Directors adopted a new dividend policy, paying out 35% of underlying Group share in net profit.
At the Ordinary Shareholders’ Meeting to be held on May 22, 2014, the Board of Directors will therefore propose the payment of a gross dividend of €1.56 per share, compared to €1.40 the previous year. After deduction of 25% Belgian withholding tax, this will result in a net dividend of €1.17 per share (€1.05 the prior year).
The net dividend of €1.17 per share will be payable to owners of ordinary shares against coupon no. 52. The Delhaize Group shares will start trading ex-coupon on May 28, 2014 (opening of the market). The record date (i.e. the date at which shareholders are entitled to the dividend) is May 30, 2014 (closing of the market) and the payment date is June 2, 2014. The payment will be made at the registered office of the Company (rue Osseghem / Osseghemstraat 53, 1080 Brussels, Belgium) as well as through all Belgian financial institutions.
For shares held through a share account, the bank or broker will automatically handle the dividend payment.
The payment of the dividend to the ADR holders will be made through Citibank.
Type of Delhaize Group Shares
Delhaize shares can be held in two different forms: dematerialized form or registered shares. Dematerialized shares are shares that can only be represented by entries into an account in the book of a depositary institution. Registered shares are shares that can only be represented by entries
into a shareholder register held by the Company. On request, shareholders may convert their shares into another form at their own expense. The ownership of registered shares can be transferred by informing the Company and returning the certificate of record in the shareholder register to the Company. As from January 1, 2008, bearer shares held in printed form booked into a securities account have been automatically converted into dematerialized shares. Bearer shares not yet booked in a securities account shall be automatically converted into dematerialized shares as from the time they are booked into a securities account.
Information for ADR Holders
ADSs (American Depositary Shares) are traded on the New York Stock Exchange under the symbol DEG. ADSs are evidenced by American Depositary Receipts (ADRs). As from April 7th 2014, 4 ADR’s trade for 1 Delhaize Group share. The Delhaize Group ADR program is administrated by: Citibank Shareholder Services P.O. Box 43077 Providence, RI 02940-3077 U.S.A.
Toll free telephone number for U.S. callers: 1-877-853-2191 International Call Number: 1-781-575-4555 E-mail: citibank@shareholders-online.com Website: www.citi.com/dr
Citibank has put in place an International Direct Investment Plan for Del-haize Group, which is a dividend reinvestment and direct purchase plan sponsored and administered by Citibank. The program enables existing holders and first time purchasers the opportunity to make purchases, reinvest dividends, deposit certificates for safekeeping and sell shares. For further information on Citibank’s International Direct Investment Program for Delhaize Group, please visit www.citi.com/dr or contact Citibank Shareholder Services at 1-877-248-4237 (1-877-CITIADR).
Taxation of Dividends of Delhaize Group Shares
It is assumed that, for the application of domestic Belgian tax legislation and the U.S.-Belgian tax treaty, owners of Delhaize Group ADRs are treated the same as owners of Delhaize Group shares and that the ADRs are treated as Delhaize Group shares. However, it must be noted that this assumption has not been confirmed or verified with the Belgian Tax Authorities.
For Belgian income tax purposes, the gross amount of all distributions made by Delhaize Group to its shareholders (other than repayment of paid-up capital in accordance with the Belgian Companies Code) is generally taxed as dividends. Dividends that are attributed or paid on the shares are in principle subject to a 25% Belgian withholding tax.

170 DELHAIZE GROUP ANNUAL REPORT 2013 INVESTORS
For non-Belgian residents—individuals and corporations—Belgian withholding tax is retained also at the rate of 25% subject to the reductions or exemptions provided by Belgian tax law or by the tax treaty concluded between Belgium and the country of which the non-Belgian beneficiary of the dividend is a resident. Such withholding tax is normally the final tax in Belgium.
For dividends paid by Delhaize Group to a U.S. holder of ADRs, bene-ficial owner of the dividends, who is not holding the shares through a permanent establishment in Belgium and is entitled to claim benefits under the U.S.- Belgian tax treaty, the withholding tax is reduced from 25% to 15%. If the beneficial owner is a company that owns directly at least 10% of the voting stock of Delhaize Group, a reduced withholding tax rate of 5% is applicable. No withholding tax is however applicable if the beneficial owner of the dividends is i) a company, resident of the U.S. that has owned directly shares representing at least 10% of the capital of Delhaize Group for a 12-month period ending on the date the dividend is declared, or ii) a pension fund, resident of the U.S., provided that the dividends are not derived from carrying on a business by the pension fund or through an associated enterprise.
Although there are exceptions, in general the full 25% Belgian withholding tax must be withheld by Delhaize Group or the paying agent, and the non-Belgian holder of Delhaize Group shares or ADRs may file a claim for reimbursement for amounts withheld in excess of the treaty rate. The reimbursement claim form (Form 276 Div.- Aut.) can be obtained from the Bureau Central de Taxation Etranger, Boulevard du Jardin Botanique 50 (18th floor P), PO Box 3429, B-1000 Brussels, Belgium (phone: +32 2 576 90 09, fax: +32 2 579 68 42, e-mail: bct.cd.bruxelles.etr@minfin.fed.be). The form should be completed in duplicate and sent to the relevant Tax Office in the residence country of the non-Belgian holder with the request that one copy be appropriately stamped and returned to the sender.
The non-Belgian holder can then obtain reimbursement from the Bureau Central de Taxation, at the same address, upon presentation of the stamped form and a document proving that the dividend has been
€ 1.56
gross dividend for 2013
cashed. The request for reimbursement must be filed with the Bureau Central de Taxation within five years from January 1 of the year following the year in which the dividend was declared payable.
Prospective holders should consult their tax advisors as to whether they qualify for the reduced withholding tax upon attribution or payment of dividends, and as to the procedural requirements for obtaining the reduced withholding tax immediately upon the attribution or payment of the dividends or through the filing of a claim for reimbursement.
Annual Report
This annual report is available in English, French and Dutch. It can be downloaded from Delhaize Group’s website: www.delhaizegroup.com. 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 be filed with the SEC on Form 20-F. The Form 20-F will be available from the SEC’s EDGAR database at www.sec.gov/edgarhp.htm and on the Company’s website.
Consultation of Documents
The public documents concerning Delhaize Group can be consulted at the registered office (rue Osseghem/Osseghemtraat 53, 1080 Brussels
- Belgium) or at the Corporate Support Office (Square Marie Curie 40, 1070 Brussels—Belgium).
In the United States, Delhaize Group is subject to the informational requirements of the U.S. Securities Exchange Act of 1934, as amended (the “Exchange Act”), and in accordance with the Exchange Act Delhaize Group files reports and other information with the SEC. The reports and other information Delhaize Group files with the SEC can be inspected at the SEC’s public reference room located at 100 F Street, N.E., Washing-ton, D.C., U.S. 20549. You may obtain information on the operation of the SEC’s public reference room by calling the SEC at +1 (800) SEC-0330. Also, the SEC maintains a website at www.sec.gov that contains reports and other information that registrants have filed electronically with the SEC.
Delhaize Group makes available free of charge, through the shareholder information section of Delhaize Group’s website (www.delhaize-group.com), the Company’s reports filed electronically with the SEC pursuant to the Exchange Act as soon as reasonably practicable after the Company electronically files such material with the SEC.

DELHAIZE GROUP ANNUAL REPORT 2013 SHAREHOLDER INFORMATION 171
Delhaize Group’s reports and other information can also be inspected and copied at the offices of the New York Stock Exchange, Inc., 20 Broad Street, New York, NY 10005, U.S.A.
Ordinary Shareholders’ Meeting
The next Ordinary Shareholders’ Meeting will take place on Thursday, May 22, 2014. Detailed information about the Ordinary Shareholders’ Meeting will be published in the Belgian newspapers L’Echo and De Tijd, as well as in the Belgian Official Gazette and on the Company website.
46.5 %
ADR increase on NY Stock Exchange
42.8 %
share price increase on Euronext Brussels
INFORMATION DELHAIZE GROUP SHARE
2013 2012 2011 2010 2009 2008 2007 2006 2005 2004 2003
Share price (in €)
Price: year-end 43.20 30.25 43.41 55.27 53.62 44.20 60.20 63.15 55.20 55.95 40.78
average (close) 44.31 33.33 51.29 57.24 49.26 46.37 67.38 58.14 51.68 44.98 28.15
highest (intraday) 53.37 46.91 60.80 67.29 55.00 59.67 75.79 67.00 59.70 59.75 43.99
lowest (intraday) 30.41 25.59 40.82 47.69 42.81 32.80 54.5 49.12 45.95 36.61 11.90
Annual return Delhaize Group share(1) 46.3% -27.3% -19.1% 5.3% 23.8% -26.6% -4.7% 16.1% 0.7% 39.9% 136.3%
Evolution Belgian All Shares Return index 18.1% 18.8% -20.8% 2.7% 31.6% -47.6% -1.9% +26.2% +28.1% +38.2% +16.0%
Dividend (in €)
Gross dividend 1.56 1.40 1.76 1.72 1.60 1.48 1.44 1.32 1.20 1.12 1.00
Net dividend 1.17 1.05 1.32 1.29 1.20 1.11 1.08 0.99 0.90 0.84 0.75
Ratios
Dividend return(2) 2.9% 3.5% 3.0% 2.3% 2.2% 2.5% 1.8% 1.6% 1.6% 1.5% 1.8%
Share price/shareholders’ equity 0.85 0.58 0.81 1.09 1.22 1.07 1.66 1.73 1.47 1.84 1.36
Share price/basic earnings per share 24.4 28.8 9.2 9.6 10.4 9.4 14.3 17.0 14.2 17.5 13.5
Share price/diluted earnings per share 24.5 29.1 9.3 9.7 10.6 9.6 14.9 17.8 14.9 18.1 13.5
Number of shares
Annual volume of Delhaize Group shares traded (in millions of €; NYSE Euronext Brussels)(3) 6 184 4 188 3 895 5 216 5 633 6 754 8 141 6 548 3 686 3 581 2 021
Annual volume of Delhaize Group shares traded (in millions of shares; NYSE Euronext Brussel)(3) 140.5 128.2 74.7 89.3 115.1 146.7 121.9 113.1 71.9 81.1 72.7
Number of shares (in thousands; year-end) 101 029 101 921 101 892 101 555 100 871 100 583 100 281 96 457 94 705 93 669 92 625
Market capitalization
Market capitalization (in millions of €; year-end) 4 364 3 083.1 4 423 5 613 5 409 4 446 6 037 6 091 5 228 5 241 3 777
Enterprise value(4) 5 899 5 144 7 069 7 400 7 472 6 849 8 281 8 726 8 171 7 849 6 805
Capital gains recorded during the year, including net dividend and reinvestment.
Net dividend divided by share price at year-end.
Excluding shares traded on the New York Stock Exchange.
Enterprise value = market capitalization + net debt.

172 DELHAIZE GROUP ANNUAL REPORT 2013 GLOSSARY
GLOSSARY
Affiliated store
A store operated by an independent retailer to whom Delhaize Group sells its products at wholesale prices and who benefits from the trade name and knowhow of Delhaize Group.
American Depositary Receipt (ADR)
An American Depositary Receipt evidences an American Depositary Share (ADS).
American Depositary Share (ADS)
An American Depositary Share represents ownership in the common shares of a non-U.S. corporation. The underlying common shares are held by a U.S. bank as depositary agent. The holder of an ADS benefits from dividend and voting rights pertaining to the underlying common share through the 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.
Average shareholders’ equity
Shareholders’ equity at the beginning of the year plus shareholders’ equity at the end of the year, divided by two.
Basic earnings per share
Profit or loss attributable to ordinary equity holders of the parent entity divided by the weighted average number of ordinary shares outstanding during the period. Basic earnings per share are calculated on profit from continuing operations less minority interests attributable to continuing operations, and on the Group share in net profit.
Company-operated store
A store operated directly by Delhaize Group.
Comparable store sales
Sales from the same stores, including relocations and expansions, and adjusted for calendar effects.
Cost of sales
Cost of sales includes purchases of products sold and all costs associated with getting the products into the retail stores, including buying, warehousing and transportation costs. Finally, Cost of Sales includes appropriate vendor allowances.
Delhaize Belgium
Delhaize Belgium is not a separate legal entity. In the consolidated financial statements, any reference to “Delhaize Belgium” is a reference to the consolidation of the statutory accounts of the Belgian companies, of which the major ones are Delhaize Group SA, Delimmo SA,
Delhome SA, Aniserco SA, Points Plus Punten SA, Wambacq & Peeters SA, Wintrucks SA and the companies acquired as part of the Cash Fresh acquisition (see Note 36 to the Financial Statements), excluding corporate expenses. In the remainder of the document, “Delhaize Belgium” refers to the operations of Delhaize Group in Belgium, the Grand-Duchy of Luxembourg and France.
Diluted earnings per share
Calculated by adjusting the profit or loss attributable to ordinary equity shareholders and the weighted average number of shares outstanding for the effects of all dilutive potential ordinary shares, including those related to convertible instruments, options or warrants or shares issued upon the satisfaction of specified conditions. Diluted earnings per share are calculated on profit from continuing operations less minority interests attributable to continuing operations, and on the Group share in net profit.
Direct goods
Goods sold to customers.
EBITDA
Operating profit plus depreciation, amortization and impairment.
Enterprise value
Market capitalization plus net debt.
Free cash flow
Cash flow before financing activities, investment in debt securities and sale and maturity of debt securities.
Gross margin
Gross profit divided by revenues.
Gross profit
Revenues minus cost of sales.
Indirect goods
Goods necessary to operate the business, but which are not sold to customers, such as office and store equipment.
Net debt
Non-current financial liabilities, plus current financial liabilities and derivatives liabilities, minus derivative assets, investments in securities, and cash and cash equivalents.
Net debt to equity ratio
Net debt divided by total equity.

Net financial expenses
Finance costs less income from investments.
Net margin
Net profit attributed to equity holders of the Group divided by revenues.
Operating leases
A lease that does not qualify as a finance lease and therefore is not recorded on the balance sheet. Operating lease costs are classified in rent expense in cost of sales and in selling, general and administrative expenses.
Operating margin
Operating profit divided by revenues.
Organic revenue growth
Sales growth excluding sales from acquisitions and divestitures at identical currency exchange rates, and adjusted for calendar effects.
Other operating expenses
Primarily store closing expenses, impairment losses, losses on the sale of fixed assets and hurricane-related expenses.
Other operating income
Primarily rental income on investment property, gains on sale of fixed assets, recycling income and services rendered to wholesale customers.
Outstanding shares
The number of shares issued by the Company, excluding treasury shares.
Pay-out ratio (net earnings)
Proposed dividends on current year earnings divided by current year Group share in net profit.
Return on equity
Group share in net profit (loss) divided by average shareholders’ equity.
Revenues
Revenues include the sale of goods and point of sale services to customers, including wholesale and affiliated customers, relating to the normal activity of the Company (the sale of groceries and pet products), net of discounts, allowances and rebates granted to those customers.
DELHAIZE GROUP ANNUAL REPORT 2013 GLOSSARY 173
Selling, general and administrative expenses
Selling, general and administrative expenses include store operating expenses, costs incurred for activities which serve securing sales, administrative and advertising expenses.
SKU
Stock Keeping Unit.
Total debt
Long-term financial liabilities, including current portion and obligations under finance leases, plus short-term financial liabilities net of derivative instruments related to financial liabilities.
Treasury shares
Shares repurchased by one of the Group’s legal entities and that are not cancelled as of year-end date. Treasury shares are excluded from the number of shares outstanding and excluded from the calculation of the weighted average number of shares for the purpose of calculating earnings per share.
Underlying Group share in net profit from continued operations
Net profit from continuing operations minus non-controlling interests (from continuing operations) and excluding (i) the elements excluded from operating profit to determine underlying operating profit (see separate definition), (ii) material non-recurring finance costs (e.g. debt refinancing costs) and income tax expense (e.g. tax settlements), and (iii) the potential effect of all these items on income tax and non-controlling interests.
Underlying operating profit
Operating profit (as reported) excluding fixed assets impairment charges, restructuring charges, store closing expenses, gains/losses on disposal of fixed assets and other items that management considers as not being representative of the Group’s operating performance of the period.
Weighted average number of shares outstanding
Number of shares outstanding at the beginning of the period less treasury shares, adjusted by the number of shares cancelled, repurchased or issued during the period multiplied by a time-weighting factor.
Withholding tax
Withholding by a corporation or financial institution of a certain percentage of dividend payments due to tax legislation.

COMPANY INFORMATION
Registered Office:
Delhaize Group SA rue Osseghemstraat 53 1080 Brussels Belgium
Tel: +32 2 412 21 11—Fax: +32 2 412 21 94
Company Support Office:
Delhaize Group Square Marie Curie 40 1070 Brussels Belgium
Tel: +32 2 412 22 11—Fax: +32 2 412 22 22 http://www.delhaizegroup.com Company number: 0402 206 045 Delhaize Brothers and Co. “The Lion” (Delhaize Group) SA is a Belgian company formed in 1867 and converted into a limited company on February 22, 1962.
INVESTORS AND MEDIA
For all questions regarding Delhaize Group and its stock, please contact: Delhaize Group Investor Relations Department Square Marie Curie 40 1070 Brussels Belgium Tel.: +32 2 412 21 51—Fax.: +32 2 412 29 76 Questions can be sent to investor@delhaizegroup.com.
Information regarding Delhaize Group, including press releases, annual reports and share price can be found in three languages (English, French and Dutch) on Delhaize Group’s website www.delhaizegroup.com.
OPERATIONS
United States
FOOD LION—BOTTOM DOLLAR FOOD
P.O. Box 1330, 2110 Executive Drive Salisbury—NC 28145-1330 U.S.A.
Tel : +1 704 633 8250 www.foodlion.com www.bottomdollarfood.com
HANNAFORD
145 Pleasant Hill Road Scarborough – ME 04074 U.S.A.
Tel : +1 207 883 2911—Fax : +1 207 883 7555 www.hannaford.com SWEETBAY SUPERMARKET
3801 Sugar Palm Drive Tampa – FL 33619 U.S.A.
Tel : +1 813 620 1139—Fax : +1 813 627 9766 www.sweetbaysupermarket.com
Belgium, G.D. of Luxembourg
DELHAIZE BELGIUM
Rue Osseghemstraat 53—1080 Brussels Belgium Tel: +32 2 412 21 11—Fax: +32 2 412 21 94 www.delhaize.be
Greece
ALFA BETA VASSILOPOULOS 81, Spaton Ave.—Gerakas Attica Greece 153 44 Tel: +30 210 66 08 000 Fax: +30 210 66 12 675 www.ab.gr
Serbia, Bosnia and Herzegovina
MAXI
Jurija Gagarina 14—11070 Belgrade—Serbia Tel: +381 11 715 34 00—Fax: +381 11 715 39 10 www.maxi.rs
Romania
MEGA IMAGE
95 Siret Str.—Sektor 1—Bucharest—Romania Tel: +40 21 224 66 77—Fax: +40 21 224 60 11 www.mega-image.ro
Bulgaria
PICCADILLY
“Sredec” Retail Park
Istoriya Slavyanobylgarska Str. 21 1220 Sofia—Bulgaria
Tel.: +359 2 803 8220—Fax: +359 52 66 34 56 www.piccadilly.bg
Indonesia
PT LION SUPER INDO
Menara Bidakara 2, 19th floor Jl Jend. Gatot Soebroto kav 71-73 Jakarta Selatan 12870—Indonesia Tel.: +62 21 2929 3333 Fax: +62 21 29069441-45 www.superindo.co.id
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Discover our digital annual report: http://annualreport.delhaizegroup.com
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Delhaize Group: www.delhaizegroup.com
About the people included in the pictures in this report
Most of the people portrayed in the pictures in this annual report included in the sections “Strategy,” “Review” are our associates or our associates’ family members.
Legal Version of the Annual Report
Only the Dutch version of the annual report has legal force. The French and English versions represent translations of the Dutch original. The consistency between the different language versions has been verified by Delhaize Group under its own responsibility.
Credits
Design & production: www.chriscom.be—Photos: Pascal Broze—Reporters, Jean-Michel Byl, Dimitri Lowette
Caution Concerning Forward-looking Statements
All statements that are included or incorporated by reference in this annual report or that are otherwise attributable to Delhaize Group or persons acting on behalf of Delhaize Group, other than statements of historical fact, which address activities, events or developments that Delhaize Group expects or anticipates will or may occur in the future, including, without limitation, statements regarding expected financial performance; expansion and growth of Delhaize Group’s business; anticipated store closings, openings and renovations; the expected effect of the portfolio optimization; future capital expenditures; projected revenue growth or synergies resulting from acquisitions and other transactions; efforts to control or reduce costs, improve buying practices and control shrink; contingent liabilities; future consumer spending; forecasted currency exchange rates or inflation; expected competition; and 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 identi-fied as statements that include phrases such as “believe,” “project,” “target,” “predict,” “estimate,” “forecast,” “strategy,” “may,” “goal,” “expect,” “anticipate,” “intend,” “plan,” “foresee,” “likely,” “will,” “should” or other similar words or phrases. Although Delhaize Group believes such statements are based on reasonable assumptions, actual outcomes and results may differ materially from those projected. Accordingly, all forward-looking statements should be evaluated with the understanding of their inherent uncertainty. Important factors that could cause actual results to differ materially from expectations of Delhaize Group include, but are not limited to, those factors described in the annual report in the chapter entitled “Risk Factors” on p. 62 and under Item 3 under Part 1 of Delhaize Group’s Annual Report on Form 20-F for the fiscal year ended December 31, 2012, filed with the U.S. Securities and Exchange Commission on April 26, 2013. Delhaize Group undertakes no obligation to update forward-looking statements, whether as a result of new information, future developments or otherwise, and disclaims any obligation to do so.

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.

	ETABLISSEMENTS DELHAIZE FRÈRES ET CIE “LE LION” (GROUPE DELHAIZE)
Date: April 22, 2014	By:	/s/ G. Linn Evans
		G. Linn Evans
		Senior Vice President