Spanish exchange authorities approve Ahold bid for Superdiplo


Zaandam, The Netherlands / Madrid, Spain, November 24, 2000 – Royal Ahold, the international food provider, today announced it has received approval from Spanish stock exchange authorities (the Comisión Nacional del Mercado de Valores or “CNMV”) to move forward with its bid to acquire all outstanding shares in Spanish food retailer Superdiplo, S.A. A public tender offer is scheduled to be launched on Monday, November 27, and will remain open until December 27. Closing is anticipated to take place on December 30, 2000. Banco Santander Central Hispano Investment will act as agent on behalf of Ahold in connection with the tender offer.

Ahold announced in September that it had signed an agreement in which a group of Superdiplo shareholders agreed to tender their approximately 68% stake in the company to Ahold (the “Agreement”). Ahold will acquire the remaining shares by means of the public tender offer. Pursuant to the Agreement, Ahold will propose to exchange in a ratio of 0.74 Ahold common share for each outstanding share in Superdiplo. This ratio may be adjusted in accordance with certain guidelines described in the tender offer documents. On November 27, this represents approximately Euro 26.50 per Superdiplo share. The European merger task force announced in October it had no objections toAhold’s bid for Superdiplo.

Upon completion of the transaction, Ahold, including Superdiplo, will operate approximately 530 stores in Spain with annualized sales of Euro 2 billion, three times its current total. The deal gives Ahold a solid platform for further growth in Spain.


Excellent Spanish addition to Ahold stable

Superdiplo is a rapidly growing supermarket and hypermarket operation in Spain with annual sales of approximately Euro 1.5 billion. The company is recognized as a prominent player in the Spanish food retailing sector with over 300 stores on the Canary Islands, in southern Spain, Andalucia and the greater Madrid region. Recently the company opened its first supermarket in the North African country of Morocco.

It operates various successful store formats, including supermarkets, hypermarkets and neighborhood stores, offering both food and non-food items to over four million weekly customers. The stores feature extensive fresh departments alongside a wide assortment of groceries and household items.


Ahold becoming a prominent player in Spain

Ahold currently operates close to 230 stores in Spain with annual sales of over Euro 500 million. The Superdiplo sites blend seamlessly with existing Ahold locations. In just two years, Ahold has built a solid position in Spain, offering customers an appealing shopping proposition and quality service.

With Superdiplo part of Ahold Espana, the company is set to benefit from new economies of scale and synergies, enabling it to continue its successful course that is focused on meeting the food needs of the Spanish consumer. Strong autonomous growth and future acquisitions for its multi-format store operations are expected to further strengthen Ahold’s position in Spain in the coming years.


Royal Ahold

Ahold currently operates over 8,000 supermarkets, hypermarkets and other store formats in 24 countries on four continents. It also has a substantial foothold in the rapidly-growing foodservice sector and is developing its position as an e-commerce player linked to home delivery. Its successful multi-channel strategy generates annualized sales of approximately Euro 50 billion with considerable potential for further profitable growth. Ahold employs almost 400,000 associates and serves the food needs of over 30 million loyal customers around the world every week.