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Koninklijke Ahold Delhaize N.V.

Quarterly Report Nov 26, 2010

3804_ir_2010-11-26-105800_84c166de-4220-43af-9614-6204ae52d54e.pdf

Quarterly Report

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Interim Report

Highlights

  • Sales up 10.8% to €6.7 billion (up 4.6% at constant exchange rates)
  • Operating income up 7.5% to €285 million
  • Net income €223 million
  • Underlying retail operating margin 4.7%

Amsterdam, the Netherlands – Ahold today published its interim report for the third quarter of 2010. CEO John Rishton said: "In an environment that remains challenging, we delivered another quarter of solid results. Sales were up 10.8%, we delivered positive identical sales growth in the United States and in Europe, operating income increased by 7.5% and we grew volumes and market share in the United States and the Netherlands. We will continue to invest to deliver value to our customers while balancing sales and margins."

Group performance

Q3 Q3 % Q3 YTD Q3 YTD %
(€ million) 2010 2009* change 2010 2009* change
Net sales 6,692 6,040 10.8% 22,555 21,124 6.8%
Operating income 285 265 7.5% 1,041 956 8.9%
Income from continuing operations 239 246 (2.8)% 694 699 (0.7)%
Net income 223 244 (8.6)% 699 628 11.3%

* Comparative figures reflect the retrospective amendments as disclosed in Note 2 to the interim financial statements.

** At constant exchange rates, net sales increased by 4.6% in Q3 2010 (Q3 YTD 2010: 4.1%).

Third quarter 2010 (compared to third quarter 2009)

Net sales were €6.7 billion, up 10.8%. At constant exchange rates, net sales increased by 4.6%, positively impacted by business acquisitions in the first quarter of 2010.

Operating income was €285 million, up 7.5%. Retail operating income increased by €18 million (6.2%) to €307 million. Underlying retail operating margin was 4.7%, impacted by Ukrop's as well as reorganization and IT integration costs in the United States. Corporate Center costs were €22 million for the quarter, down €2 million from Q3 2009. Excluding the impact of the Company's insurance activities, Corporate Center costs were €17 million, €2 million lower.

Income from continuing operations decreased by 2.8% to €239 million. A higher operating income, lower net financial expense and higher share in income of joint ventures were more than offset by higher income taxes. Income taxes in Q3 2009 were positively impacted by the recognition of €36 million of U.S. deferred tax assets arising from net operating losses carried over from previous years.

Net income of €223 million, which includes €16 million of charges related to past divestments, was down €21 million compared to last year.

Free cash flow was €159 million, €190 million better than last year, mainly due to higher operating cash flows from continuing operations of €195 million.

Net debt decreased by €92 million during the quarter to €846 million mainly due to the positive free cash flow of €159 million and a beneficial currency impact of €72 million, which were partly offset by the share buyback of €123 million.

First three quarters 2010 (compared to first three quarters 2009)

Net sales were €22.6 billion, up 6.8%. At constant exchange rates, net sales increased by 4.1%.

Operating income was €1.0 billion, up 8.9%. Retail operating income increased by €103 million (10.2%) to €1.1 billion. Underlying retail operating margin was 5.0%. Corporate Center costs were €71 million, up €18 million. Excluding the impact of the Company's insurance activities, Corporate Center costs were €58 million, unchanged from last year.

Income from continuing operations decreased by 0.7% to €694 million. A higher operating income and lower net financial expense were more than offset by higher income taxes and lower share in income of joint ventures.

Net income was €699 million, up €71 million. The change in the result from discontinued operations is primarily due to year-over-year changes in Ahold's net provision for losses under lease guarantees related to its former subsidiaries BI-LO and Bruno's. During the first three quarters of 2010, income from discontinued operations reflected a decrease in this provision of €23 million in contrast to the same period last year, when Ahold's initial estimate of losses under these guarantees resulted in a net charge of €65 million.

Free cash flow was €775 million, €304 million better than last year, mainly due to higher operating cash flows from continuing operations of €308 million, higher dividends from joint ventures of €41 million and lower interest payments of €27 million partly offset by higher capital expenditures of €74 million.

Net debt increased by €129 million during the first three quarters of the year. The positive free cash flow of €775 million was more than offset by net cash paid on business acquisitions of €158 million, additional finance lease liabilities of €78 million (mainly resulting from business acquisitions), dividends paid on common shares of €272 million, the share buyback of €262 million and a currency impact of €98 million.

Performance by segment

Ahold USA

For the third quarter, net sales were \$5.3 billion, up 4.8%, partly due to business acquisitions, mainly Ukrop's stores (\$114 million). Identical sales were up 1.0% (up 0.6% excluding gasoline). Operating income was \$196 million (or 3.7% of net sales), down \$38 million. Included in operating income were \$10 million of restructuring and related charges, losses of \$11 million relating to the newly acquired Ukrop's stores and \$9 million of reorganization and IT integration costs. Operating income last year included real estate impairments of \$10 million, a \$32 million release of insurance provisions and a multi-employer pension plan withdrawal charge of \$9 million.

Year-to-date, net sales were \$17.9 billion, up 4.8%, partly due to business acquisitions, mainly Ukrop's stores (\$333 million). Identical sales were up 1.4% (up 0.3% excluding gasoline). Operating income was \$761 million (or 4.2% of net sales), down \$34 million. Significant items affecting operating income, as discussed under Note 3 to the interim financial statements, totalled to a net charge of \$60 million versus a net charge of \$6 million a year ago.

The Netherlands

For the third quarter, net sales increased 5.8% to €2.2 billion. Identical sales were up 4.5%. Operating income of €156 million (or 7.0% of net sales) was up €9 million compared to last year.

Year-to-date, net sales increased 4.5% to €7.7 billion. Identical sales were up 3.5%. Operating income of €529 million (or 6.9% of net sales) was up €43 million compared to last year. Significant items affecting operating income, as discussed under Note 3 to the interim financial statements, totalled to a net benefit of €17 million in the first three quarters of 2010 (2009: nil).

Other Europe (Czech Republic and Slovakia)

For the third quarter, net sales decreased 1.6% to €372 million. At constant exchange rates, net sales were down 4.3%, impacted by store closures and downsizings as part of the restructuring program implemented in 2009. Identical sales increased 0.8% (1.6% excluding gasoline). Operating income for the quarter was €2 million compared to a loss of €21 million in Q3 2009. Included in Q3 2009 operating income were impairment and restructuring charges of €8 million, mainly for the closure of underperforming stores and downsizing of large hypermarkets in the Czech Republic, and one-off net costs of €3 million related to the rebranding of Hypernova hypermarkets to the Albert brand.

Year-to-date, net sales decreased 1.6% (5.4% at constant exchange rates) to €1.2 billion. Identical sales decreased 0.4% (0.6% excluding gasoline). Operating income was €2 million compared to a loss of €60 million last year. Significant items affecting operating income, as discussed under Note 3 to the interim financial statements, totalled to a net charge of €3 million versus a net charge of €37 million last year.

Other retail (Unconsolidated joint ventures)

For the third quarter, Ahold's share in income of joint ventures was €52 million, up €12 million compared to Q3 2009, due to better results of both ICA and JMR. Year-to-date, Ahold's share in income of joint ventures was down €7 million to €60 million. The decrease resulted from ICA, where in Q2 2010 a tax provision of €78 million (Ahold's share €47 million) was recorded following an adverse court ruling. Excluding the impact of this provision, Ahold's net share of income in ICA was €89 million in the first three quarters of 2010 compared to €55 million in 2009.

Other financial and operating information

Identical1 /comparable2 sales growth (% year over year)

Q3 2010 Q3 2010 Q3 2010 Q3 YTD Q3 YTD Q3 YTD
identical identical comparable 2010 2010 2010
excluding identical identical comparable
gasoline excluding
gasoline
Ahold USA 1.0% 0.6% 1.3% 1.4% 0.3% 1.9%
The Netherlands 4.5% 4.5% 3.5% 3.5%
Other Europe 0.8% 1.6% (0.4)% (0.6%)
  1. Net sales from exactly the same stores in local currency.

  2. Identical sales plus net sales from replacement stores in local currency. Comparable sales are only reported for Ahold USA.

Retail operating margin

Operating margin is defined as operating income as a percentage of net sales. For a discussion of operating income, see Note 3 to the interim financial statements.

Q3 Q3 Q3 YTD Q3 YTD
2010 2009 2010 2009
Ahold USA 3.7% 4.6% 4.2% 4.6%
The Netherlands 7.0% 6.9% 6.9% 6.6%
Other Europe 0.5% (5.6)% 0.2% (4.8)%
Ahold Europe 6.0% 5.0% 6.0% 5.0%
Total retail 4.6% 4.8% 4.9% 4.8%

Underlying retail operating income1

Q3 Q3 % Q3 YTD Q3 YTD %
2010 2009 change 2010 2009 change
\$ million
Ahold USA 203 244 (16.8)% 763 809 (5.7)%
Average U.S. dollar exchange rate
(euro per U.S. dollar) 0.7655 0.6969 9.8% 0.7607 0.7323 3.9%
€ million
Ahold USA 156 171 (8.8)% 583 593 (1.7)%
The Netherlands 158 147 7.5% 531 486 9.3%
Other Europe 2 (13) n/m 5 (34) n/m
Ahold Europe 160 134 19.4% 536 452 18.6%
Total retail 316 305 3.6% 1,119 1,045 7.1%
  1. For the definition of underlying retail operating income see section ''Other information'' – ''Use of non-GAAP financial measures''.

Underlying retail operating margin

Underlying operating margin is defined as underlying operating income as a percentage of net sales.

Q3 Q3 Q3 YTD Q3 YTD
2010 2009 2010 2009
Ahold USA 3.8% 4.8% 4.3% 4.7%
The Netherlands 7.0% 6.9% 6.9% 6.6%
Other Europe 0.5% (3.4)% 0.4% (2.7)%
Ahold Europe 6.1% 5.4% 6.0% 5.3%
Total retail 4.7% 5.0% 5.0% 4.9%

Store portfolio1

End of
2009
Opened/
acquired
Closed/
sold
End of Q3
2010
End of Q3
2009
Ahold USA 713 35 (2) 746 716
The Netherlands2 1,892 30 (12) 1,910 1,872
Other Europe 304 1 (2) 303 305
Ahold Europe 2,196 31 (14) 2,213 2,177
Total retail 2,909 66 (16) 2,959 2,893
  1. Including franchise stores.

  2. The number of stores at the end of Q3 2010 includes 1,069 specialty stores (Etos and Gall & Gall).

EBITDA1

Q3 Q3 % Q3 YTD Q3 YTD %
(€ million) 2010 2009* change 2010 2009* change
Ahold USA 271 271 - 984 963 2.2%
The Netherlands 203 193 5.2% 688 634 8.5%
Other Europe 13 (9) n/m 40 (21) n/m
Ahold Europe 216 184 17.4% 728 613 18.8%
Corporate Center (21) (23) 8.7% (70) (52) (34.6)%
466 432 7.9% 1,642 1,524 7.7%
Share in income of joint
ventures 52 40 30.0% 60 67 (10.4)%
Income (loss) from discontinued
operations (16) (2) n/m 5 (71) n/m
Total EBITDA 502 470 6.8% 1,707 1,520 12.3%
  1. For the definition of EBITDA see section ''Other information'' – ''Use of non-GAAP financial measures''.

* Comparative figures reflect the retrospective amendments as disclosed in Note 2 to the interim financial statements.

Free cash flow1

Q3 Q3 Q3 YTD Q3 YTD
(€ million) 2010 2009* 2010 2009*
Operating cash flows from continuing operations 379 184 1,482 1,174
Purchase of non-current assets (181) (161) (622) (548)
Divestments of assets/disposal groups held for sale 2 - 27 8
Dividends from joint ventures 1 1 108 67
Interest received 3 4 12 29
Interest paid (45) (59) (232) (259)
Free cash flow 159 (31) 775 471
  1. For the definition of free cash flow see section "Other information" – "Use of non-GAAP financial measures".

* Comparative figures reflect the retrospective amendments as disclosed in Note 2 to the interim financial statements.

Net debt

October 10, July 18, January 3,
(€ million) 2010 2010 2010
Loans 1,790 1,883 1,753
Finance lease liabilities 1,048 1,130 992
Cumulative preferred financing shares 497 497 497
Non-current portion of long-term debt 3,335 3,510 3,242
Short-term borrowings and current portion of long-term debt 122 127 458
Gross debt 3,457 3,637 3,700
Less: cash and cash equivalents and short term deposits1 2,611 2,699 2,983
Net debt 846 938 717
  1. Book overdrafts, representing the excess of total issued checks over available cash balances within the Group cash concentration structure, are classified in accounts payable and do not form part of net debt. These balances amounted to €122 million, €142 million and €159 million as of October 10, 2010, July 18, 2010 and January 3, 2010, respectively.

Consolidated interim income statement

(unaudited)

Note Q3 Q3 Q3 YTD Q3 YTD
(€ million, except per share data) 2010 2009* 2010 2009*
Net sales 3 6,692 6,040 22,555 21,124
Cost of sales 4 (4,888) (4,399) (16,482) (15,372)
Gross profit 1,804 1,641 6,073 5,752
Selling expenses (1,317) (1,203) (4,381) (4,186)
General and administrative expenses (202) (173) (651) (610)
Total operating expenses 4 (1,519) (1,376) (5,032) (4,796)
Operating income 3 285 265 1,041 956
Interest income 3 4 14 23
Interest expense (60) (69) (223) (249)
Other financial income 9 7 22 13
Net financial expense (48) (58) (187) (213)
Income before income taxes 237 207 854 743
Income taxes 5 (50) (1) (220) (111)
Share in income of joint ventures 6 52 40 60 67
Income from continuing operations 239 246 694 699
Income (loss) from discontinued operations 7 (16) (2) 5 (71)
Net income attributable to common
shareholders 223 244 699 628
Net income per share attributable to common
shareholders:
basic 0.19 0.21 0.60 0.53
diluted 0.19 0.20 0.58 0.52
Income from continuing operations per share attributable
to common shareholders:
basic
0.21 0.21 0.59 0.59
diluted 0.20 0.20 0.58 0.58
Weighted average number of common shares outstanding
(in millions):
basic 1,164 1,181 1,175 1,180
diluted 1,229 1,250 1,239 1,249
Average U.S. dollar exchange rate (euro per U.S. dollar) 0.7655 0.6969 0.7607 0.7323

* Comparative figures reflect the retrospective amendments as disclosed in Note 2.

Consolidated interim statement of comprehensive income

(unaudited)

Q3 Q3 Q3 YTD Q3 YTD
(€ million) 2010 2009* 2010 2009*
Net income 223 244 699 628
Currency translation differences in foreign interests:
Currency translation differences before tax (181) (55) 176 (30)
Income taxes - (1) (1) (1)
Cash flow hedges:
Cash flow hedges before tax (27) (7) (64) 13
Income taxes 6 2 15 (3)
Share of other comprehensive income of joint ventures,
net of income tax (23) (14) (58) 2
Other comprehensive income (loss) (225) (75) 68 (19)
Total comprehensive income attributable to common
shareholders (2) 169 767 609

* Comparative figures reflect the retrospective amendments as disclosed in Note 2.

Consolidated interim balance sheet

(unaudited)

Note October 10, January 3,
(€ million) 2010 2010
Assets
Property, plant and equipment 5,654 5,407
Investment property 554 531
Intangible assets 739 619
Investments in joint ventures 1,063 1,066
Other non-current financial assets 810 750
Deferred tax assets 373 429
Other non-current assets 24 26
Total non-current assets 9,217 8,828
Assets held for sale 27 10
Inventories 1,264 1,209
Receivables 702 700
Other current financial assets 193 310
Income taxes receivable 12 13
Other current assets 144 175
Cash and cash equivalents 11 2,436 2,688
Total current assets 4,778 5,105
Total assets 13,995 13,933
Quarter-end U.S. dollar exchange rate (euro per U.S. dollar) 0.7172 0.6980

Consolidated interim balance sheet – continued

(unaudited)

Note October 10, January 3,
(€ million) 2010 2010
Equity and liabilities
Equity attributable to common shareholders 9 5,705 5,440
Loans 10 1,790 1,753
Other non-current financial liabilities 1,752 1,660
Pensions and other post-employment benefits 87 96
Deferred tax liabilities 192 173
Provisions 566 584
Other non-current liabilities 215 202
Total non-current liabilities 4,602 4,468
Liabilities related to assets held for sale 20 -
Accounts payable 2,139 2,137
Other current financial liabilities 10 208 564
Income taxes payable 185 141
Provisions 159 152
Other current liabilities 977 1,031
Total current liabilities 3,688 4,025
Total equity and liabilities 13,995 13,933
Quarter-end U.S. dollar exchange rate (euro per U.S. dollar) 0.7172 0.6980

Consolidated interim statement of changes in equity

(unaudited)

Share
capital
Additional
paid-in
capital
Currency
translation
reserve
Cash flow
hedging
reserve
Other
legal
reserves
Accumulated
deficit
Equity
attributable to
common
shareholders
(€ million)
Balance as of
December 28, 2008* 358 9,916 (651) (62) 402 (5,276) 4,687
Dividends - - - - - (212) (212)
Total comprehensive income - - (21) 3 (1) 628 609
Share-based payments - - - - - 29 29
Change in other legal reserves - - - - 4 (4) -
Balance as of 358 9,916 (672) (59) 405 (4,835) 5,113
October 5, 2009*
Balance as of
January 3, 2010 358 9,916 (632) (48) 444 (4,598) 5,440
Dividends - - - - - (272) (272)
Total comprehensive income - - 123 (54) (1) 699 767
Share buyback - - - - - (262) (262)
Share-based payments - - - - - 32 32
Change in other legal reserves - - - - (44) 44 -
Balance as of 358 9,916 (509) (102) 399 (4,357) 5,705
October 10, 2010

* Comparative figures reflect the retrospective amendments as disclosed in Note 2.

Consolidated interim statement of cash flows

(unaudited)

Note Q3
2010
Q3
2009*
Q3 YTD
2010
Q3 YTD
2009*
(€ million)
Operating income 285 265 1,041 956
Adjustments for:
Depreciation, amortization and impairments 184 178 603 597
Gains on the sale of assets/disposal groups held for sale (2) - (10) (4)
Share-based compensation expenses 9 7 25 21
Operating cash flows before changes in operating
assets and liabilities
476 450 1,659 1,570
Changes in working capital:
Changes in inventories 10 - (8) 100
Changes in receivables and other current assets (28) (39) 107 24
Changes in payables and other current liabilities (56) (86) (132) (370)
Changes in non-current assets and liabilities (6) (119) (58) (142)
Cash generated from operations 396 206 1,568 1,182
Income taxes (paid) received - net (17) (22) (86) (8)
Operating cash flows from continuing operations 379 184 1,482 1,174
Operating cash flows from discontinued operations (1) (8) (8) (14)
Net cash from operating activities 378 176 1,474 1,160
Purchase of non-current assets (181) (161) (622) (548)
Divestments of assets/disposal groups held for sale 2 - 27 8
Acquisition of businesses, net of cash acquired - - (158) (4)
Divestment of businesses, net of cash divested (25) (2) (30) (6)
Changes in short-term deposits - - 133 -
Dividends from joint ventures 1 1 108 67
Interest received 3 4 12 29
Issuance of loans receivable (2) - (198) (3)
Repayments of loans receivable 5 - 210 1
Other 2 - - -
Investing cash flows from continuing operations (195) (158) (518) (456)
Investing cash flows from discontinued operations - (2) - (1)
Net cash from investing activities (195) (160) (518) (457)
Interest paid (45) (59) (232) (259)
Repayments of loans 10 (3) (2) (416) (521)
Repayments of finance lease liabilities (13) (10) (42) (35)
Changes in short-term loans - 5 2 27
Dividends paid on common shares 9 - - (272) (212)
Share buyback 9 (123) - (262) -
Other (9) (9) (13) (11)
Financing cash flows from continuing operations (193) (75) (1,235) (1,011)
Financing cash flows from discontinued operations (1) (1) (3) (3)
Net cash from financing activities (194) (76) (1,238) (1,014)
Net cash from operating, investing and financing
activities 11 (11) (60) (282) (311)
Average U.S. dollar exchange rate (euro per U.S. dollar) 0.7655 0.6969 0.7607 0.7323

* Comparative figures reflect the retrospective amendments as disclosed in Note 2.

For the reconciliation between the statement of cash flows and the cash and cash equivalents as presented on the balance sheet see Note 11.

Notes to the condensed consolidated interim financial statements

1. The Company and its operations

The principal activity of Koninklijke Ahold N.V. ("Ahold" or the "Company"), a public limited liability company with its registered seat in Zaandam, the Netherlands, and its head office in Amsterdam, the Netherlands, is the operation of retail food stores in the United States and Europe through subsidiaries and joint ventures.

The information in these condensed consolidated interim financial statements ("interim financial statements") is unaudited.

2. Accounting policies

Basis of preparation

These interim financial statements have been prepared in accordance with IAS 34 "Interim Financial Reporting". The accounting policies applied in these interim financial statements are consistent with those applied in Ahold's 2009 consolidated financial statements, except as described below under "changes in accounting policies".

Ahold's reporting calendar is based on 13 periods of four weeks, with 2010 comprising 52 weeks and 2009 comprising 53 weeks. The third quarter of 2010 and 2009 comprise 12 weeks and first three quarters of these years comprise 40 weeks. The financial year of Ahold's unconsolidated joint ventures, ICA AB ("ICA") and JMR - Gestão de Empresas de Retalho, SGPS. S.A. ("JMR"), corresponds to the calendar year. Any significant transactions and/or events between ICA's and JMR's quarter-end and Ahold's quarter-end are taken into account in the preparation of Ahold's interim financial statements.

Changes in accounting policies

In 2008, the IASB issued a revised IFRS 3 "Business Combinations" and amended IAS 27 "Consolidated and Separate Financial Statements". These standards were changed to address guidance for applying the acquisition method of accounting for business combinations by stressing the "economic entity" view of the reporting entity and greater use of fair value through the income statement. These standards are applicable to Ahold prospectively for business combinations starting from 2010.

The 2008 amendment of IAS 27 included an amendment to IAS 21 "The Effects of Changes in Foreign Exchange Rates." The amendment to IAS 21 changed the methodology Ahold applies in recycling its currency translation reserve to income upon the disposal of a foreign operation and in certain intercompany financing transactions. This amendment to IAS 21 is applicable to Ahold prospectively starting 2010. No recycling out of the currency translation reserve has taken place in the first three quarters of 2010.

Retrospective amendments

As of 2009, Ahold's 49% stake in its joint venture JMR was reclassified from assets held for sale to investments in joint ventures because the sale of JMR is no longer considered to be highly probable as defined in IFRS 5. As a result of this reclassification, JMR is accounted for using the equity method. This change has been applied retrospectively and resulted in a cumulative increase in equity of €11 million as of December 28, 2008. In the income statement for Q3 2009, this amendment has resulted in an increase in net income of €6 million (Q3 YTD 2009: a decrease of €1 million); this was due to an increase in share in income of joint ventures of €7 million (Q3 YTD 2009: €12 million), and a decrease in income from discontinued operations of €1 million (Q3 YTD 2009: €16 million). For Q3 YTD 2009 there was also an increase in interest income of €1 million (Q3 2009: nil) and a decrease in income taxes of €2 million (Q3 2009: nil). The relevant cash flow statement amounts for 2009 have been reclassified accordingly.

Furthermore, comparative information in the consolidated statement of changes in equity as of December 28, 2008 has been changed to properly present certain components of equity. The net equity position did not change.

Segment reporting presentation

On November 5, 2009, Ahold announced a series of changes in its European and U.S. businesses. Ahold's U.S. operations contain four newly organized divisions: Stop & Shop Metro New York, Stop & Shop New England, Giant Landover and Giant Carlisle. As of Q1 2010, Ahold has changed its segment reporting presentation by aggregating its U.S. operating segments into one reportable segment, Ahold USA.

3. Segment reporting

Ahold's retail operations are presented in three reportable segments. In addition, Other retail, consisting of Ahold's unconsolidated joint ventures ICA and JMR, and Ahold's Corporate Center are presented separately.

Reportable segment Significant brands in the segment
Ahold USA Stop & Shop, Giant Landover, Giant Carlisle, Martin's and Peapod
The Netherlands Albert Heijn, Etos, Gall & Gall and Albert.nl
Other Europe Albert (Czech Republic and Slovakia) and Hypernova (Slovakia)
Other Included in other
Other retail Unconsolidated joint ventures ICA (60%) and JMR (49%)
Corporate Center Corporate staff (the Netherlands, Switzerland and the United States)

Net sales

Net sales per segment are as follows:

Q3 Q3 % Q3 YTD Q3 YTD %
2010 2009 change 2010 2009 change
\$ million
Ahold USA 5,325 5,082 4.8% 17,914 17,100 4.8%
Average U.S. dollar exchange rate 0.7655 0.6969 9.8% 0.7607 0.7323 3.9%
(euro per U.S .dollar)
€ million
Ahold USA 4,077 3,542 15.1% 13,639 12,520 8.9%
The Netherlands 2,243 2,120 5.8% 7,684 7,352 4.5%
Other Europe 372 378 (1.6)% 1,232 1,252 (1.6)%
Ahold Europe 2,615 2,498 4.7% 8,916 8,604 3.6%
Ahold Group 6,692 6,040 10.8% 22,555 21,124 6.8%

The combined net sales of Ahold's unconsolidated joint ventures ICA and JMR amounted to €3,307 million and €2,960 million for Q3 2010 and Q3 2009, respectively (Q3 YTD 2010: €9,412 million and Q3 YTD 2009: €8,547 million).

Operating income

Operating income (loss) per segment is as follows:

Q3 Q3 % Q3 YTD Q3 YTD %
2010 2009 change 2010 2009 change
\$ million
Ahold USA 196 2008
234
(16.2)% 761 795 (4.3)%
Average U.S. dollar exchange 0.7655 0.6969 9.8% 0.7607 2008
0.7323
3.9%
rate (euro per U.S. dollar)
€ million
Ahold USA 149 163 (8.6)% 581 583 (0.3)%
The Netherlands 156 147 6.1% 529 486 8.8%
Other Europe 2 (21) n/m 2 (60) n/m
Ahold Europe 158 126 25.4% 531 426 24.6%
Corporate Center (22) (24) 8.3% (71) (53) (34.0)%
Ahold Group 285 265 7.5% 1,041 956 8.9%

Ahold USA

Included in the Q3 2010 operating income were \$10 million (€8 million) of restructuring and related charges. Furthermore, losses of \$11 million (€8 million) relating to the newly acquired Ukrop's stores and \$9 million (€7 million) of reorganization and IT integration costs negatively impacted the operating income in the quarter.

Operating income in the first three quarters of 2010 included \$14 million (€11 million) of restructuring and related charges, which were almost offset by impairment reversals of \$3 million (€3 million) and gains on sale of assets of \$9 million (€6 million). Furthermore, other significant items impacting the operating income the first three quarters of 2010 were losses of \$43 million (€33 million) relating to the newly acquired Ukrop's stores, \$23 million (€18 million) of reorganization and IT integration costs and a \$12 million (€9 million) charge resulting from the alignment of inventory valuation across the newly formed U.S. divisions. A \$20 million (€16 million) release of insurance provisions was a partial offset.

Operating income in Q3 2009 included real estate impairments of \$10 million (€7 million). Furthermore, operating income was positively impacted by a \$32 million (€22 million) release of insurance provisions, partly offset by a \$9 million (€6 million) multi-employer pension plan withdrawal charge.

For the first three quarters of 2009, operating income included impairments of \$18 million (€13 million), mainly related to the Q3 2009 real estate impairments and the closing of a number of in-store Starbucks locations, and a \$4 million (€3 million) reversal of a restructuring and related expense. Furthermore, operating income included a nonrecurring rent charge of \$15 million (€11 million) resulting from an adjustment of step rents on operating leases related to the years 2006 to 2008 and a \$9 million (€6 million) multi-employer pension plan withdrawal charge. These were largely offset by a \$32 million (€22 million) release of insurance provisions.

The Netherlands

Operating income in the first three quarters of 2010 included €4 million of impairments, partly offset by €2 million of gains on sale of assets. Furthermore, operating income was positively impacted by an €8 million benefit arising from accrual reversals, a benefit of €6 million arising from the settlement of a non-recurring wage tax liability and a €5 million benefit from cost recoveries.

Operating income in the first three quarters of 2009 included €4 million of impairments, offset by €4 million of gains on sale of assets.

Other Europe

Included in the first three quarters of 2010 operating income were restructuring and related charges of €4 million (Q3 2010: nil), gains on sale of assets of €2 million and impairments of €1 million.

Operating income in Q3 2009 included restructuring charges of €4 million (Q3 YTD: €14 million), mainly for the closure of underperforming stores and downsizing of large hypermarkets in the Czech Republic. Out of €4 million impairment losses for Q3 2009 (Q3 YTD: €12 million), €2 million (Q3 YTD: €5 million) were related to stores closed and downsized under the restructuring program. Q3 2009 included one-off net rebranding costs of €3 million (Q3 YTD: €11 million).

Corporate Center

Compared to the same period last year, Corporate Center costs for Q3 2010 were down €2 million (Q3 YTD: up €18 million). Excluding the impact of the Company's insurance activities, Corporate Center costs were €17 million (Q3 YTD: €58 million), €2 million lower (Q3 YTD: unchanged).

4. Expenses by nature

The aggregate of cost of sales and operating expenses is specified by nature as follows:

Q3 Q3 Q3 YTD Q3 YTD
(€ million) 2010 2009 2010 2009
Cost of product 4,639 4,188 15,644 14,647
Employee benefit expenses 938 810 3,127 2,870
Other store expenses 383 385 1,273 1,294
Depreciation and amortization 181 167 601 568
Rent (income) expenses - net 111 108 367 374
Impairment losses and reversals - net 3 11 2 29
Gains on the sale of assets - net (2) - (10) (4)
Other expenses 154 106 510 390
Total 6,407 5,775 21,514 20,168

5. Income taxes

Income taxes increased by €49 million in Q3 2010 compared to the same period last year. This is primarily driven by the recognition in 2009 of deferred tax assets arising from net operating losses carried over from previous years that lowered tax expense.

Year to date, income taxes increased by €109 million over last year. This increase is mainly due to one-time tax charges for true-ups of deferred tax balances in 2010 and one-time tax benefits in the 2009 tax expense arising from the release of contingency reserves and recognition of deferred tax assets arising from net operating losses carried over from previous years.

6. Share in income of joint ventures

The Company's share in income of joint ventures is net of income taxes and is specified as follows:

Q3 Q3 Q3 YTD Q3 YTD
(€ million) 2010 2009* 2010 2009*
ICA 40 33 42 55
JMR 12 7 17 12
Other - - 1 -
Total 52 40 60 67

* Comparative figures reflect the retrospective amendments as disclosed in Note 2.

In the first half of 2010, ICA's net income was negatively impacted by a tax expense of €78 million (Ahold's share €47 million) related to certain interest deductions in previous years. For more details on ICA's tax claim, see Note 12.

7. Assets held for sale and discontinued operations

As of 2009, Ahold's 49% stake in JMR was reclassified from assets held for sale to investments in joint ventures. Comparative amounts in this note have been adjusted from amounts previously reported to reflect the effect of the retrospective amendments, as disclosed in Note 2.

Income (loss) from discontinued operations is specified as follows:

(€ million) Q3
2010
Q3
2009*
Q3 YTD
2010
Q3 YTD
2009*
Segments Discontinued operations
BI-LO/Bruno's BI-LO and Bruno's - - 23 (65)
Various Various (16) (2) (18) (6)
Results on divestments (16) (2) 5 (71)
Income (loss) from discontinued operations, net of income taxes (16) (2) 5 (71)

* Comparative figures reflect the retrospective amendments as disclosed in Note 2.

BI-LO and Bruno's

As disclosed in Note 34 to Ahold's 2009 consolidated financial statements, Ahold remains contingently liable under various lease guarantees extending to 2026 related to leases assigned to third parties. Two former subsidiaries of Ahold, Bruno's Supermarkets, LLC and BI-LO, LLC (Bruno's and BI-LO) filed for protection under Chapter 11 of the U.S. Bankruptcy Code (the filings) on February 5, 2009 and March 23, 2009, respectively. As a result of the filings, Ahold made an assessment of its potential obligations under the lease guarantees based upon the remaining initial term of each lease, an assessment of the possibility that Ahold would have to pay under a guarantee and any potential remedies that Ahold may have to limit future lease payments. Consequently, in Q1 2009 Ahold recognized a net provision of €66 million, including tax benefit offsets, within results on divestments. The net provision included within results on divestments was €62 million for the year 2009.

In connection with the filings, on December 18, 2009, certain Ahold affiliates entered into a Settlement and Term Loan Acquisition Agreement ("Settlement Agreement") with Lone Star Fund V, LLC ("Lone Star Fund") and certain other Lone Star entities. Pursuant to the Settlement Agreement, Ahold acquired \$260 million (€190 million) of the existing term loans of BI-LO during February 2010. Lone Star Fund and certain other Lone Star entities ("Lone Star") have provided Ahold with funding of \$130 million (€95 million) and security relating to the repayment of the acquired term loans.

On May 12, 2010, the re-organized BI-LO exited bankruptcy protection and subsequently the existing \$260 million (€204 million) of term loans held by Ahold were repaid in full and Ahold repaid to Lone Star the funding of \$130 million (€102 million). BI-LO assumed 149 operating locations that are guaranteed by Ahold. During the BI-LO bankruptcy, BI-LO rejected a total of 16 leases which are guaranteed by Ahold and Ahold also took assignment of 12 other BI-LO leases with Ahold guarantees. Based on the foregoing developments, Ahold recognized a reduction of €23 million in its provision within results on divestments in the first half of 2010.

Since the end of Q2 2010, Ahold has entered into settlements with a number of landlords relating to leases of former BI-LO or Bruno's stores that are guaranteed by Ahold. At the end of Q3 2010 the remaining net provision relating to BI-LO and Bruno's is €32 million. This amount represents Ahold's best estimate of the discounted aggregate amount of the remaining lease obligations and associated charges, net of known mitigation offsets, which could result in cash outflows for Ahold under the various lease guarantees. Ahold continues to pursue its mitigation efforts with respect to these lease guarantee liabilities and to closely monitor any developments with respect to Bruno's and BI-LO.

Various

Included in various are adjustments to the result on divestments of U.S. Foodservice of €10 million (Q3 YTD 2010: €10 million) and Tops of €5 million (Q3 YTD 2010: €7 million). These are primarily related to expenses incurred under the warranties provided upon the divestment of U.S. Foodservice and for lease costs under the lease obligations retained upon the divestment of Tops.

8. Business combinations

Acquisition of stores from Ukrop's Super Markets

On February 8, 2010, Ahold announced that Giant Carlisle successfully completed the acquisition of 25 stores from Ukrop's Super Markets. The purchase consideration was \$140 million (€102 million) for 25 stores, equipment, lease agreements and one new store location, plus inventory and the cancellation of a supplier contract for an additional consideration of \$38 million (€29 million). The stores, located in the Greater Richmond and Williamsburg areas of Virginia have been converted to and are operating under the Martin's name.

The allocation of the net assets acquired and the goodwill arising at the acquisition date is as follows:

Fair value
(€ million)
Non-current assets 76
Current assets 16
Non-current liabilities (51)
Current liabilities (6)
Net assets acquired 35
Goodwill 96
Total purchase consideration 131
Cash acquired (1)
Acquisition of business, net of cash acquired 130

The acquired stores contributed \$333 million (€256 million) to net sales, had a \$43 million (€33 million) negative impact on operating income and a \$25 million (€19 million) negative impact on net income in the period from February 8 to October 10, 2010.

Acquisition of Shaw's supermarket stores

In April 2010, Stop & Shop acquired five Shaw's supermarket stores from Supervalu. The acquired stores are located in Connecticut. The total purchase consideration was \$36 million (€26 million). Goodwill recognized amounted to \$16 million (€12 million).

The amounts recognized in the financial statements for these business combinations have been determined on a provisional basis.

9. Equity attributable to common shareholders

Dividend on common shares

On April 13, 2010, the General Meeting of Shareholders determined the dividend over 2009 at €0.23 per common share (€272 million in the aggregate). The dividend was paid on May 4, 2010.

Share buyback

On March 4, 2010, Ahold announced its decision to return €500 million to its shareholders by way of a share buyback program, to be completed over a 12-month period. Under this program 25,904,106 of the Company's own common shares were repurchased and delivered in the first three quarters of 2010. Shares were repurchased at an average price of €10.11 per share for a total amount of €262 million (Q3 2010: €123 million).

10. Loans

Repayments of loans amounted to €416 million for the first three quarters of 2010. On July 15, 2010, Ahold redeemed on maturity \$503 million (€402 million) of notes, which was the remaining outstanding balance of the \$700 million notes 8.25%. The loans were repaid from the Company's cash balances.

11. Cash flow

The following table presents the reconciliation between the statement of cash flows and the cash and cash equivalents as presented on the balance sheet for the first three quarters of 2010 and 2009:

Q3 YTD Q3 YTD
(€ million) 2010 2009
Cash and cash equivalents of continuing operations at the beginning of the year 2,688 2,863
Restricted cash (22) (19)
Cash and cash equivalents beginning of the year, excluding restricted cash 2,666 2,844
Net cash from operating, investing and financing activities (282) (311)
Effect of exchange rate differences on cash and cash equivalents 32 (22)
Restricted cash 20 20
Cash and cash equivalents of continuing operations at the end of the quarter 2,436 2,531

12. Commitments and contingencies

ICA tax claims

In 2007, the Swedish Tax Agency disallowed interest deductions by ICA Finans AB of SEK1,795 million (€195 million) for the period 2001-2003. ICA appealed the decision to the County Administrative Court, which in December 2008 ruled in favor of the Tax Agency. ICA appealed the County Administrative Court's decision to the Administrative Court of Appeal, which in June 2010 published its ruling in favor of the Tax Agency. ICA has reported a tax charge of SEK747 million (€78 million) in the second quarter of 2010 in accordance with the decision of the Administrative Court of Appeal. ICA has filed an appeal and request for leave to appeal to the Supreme Administrative Court.

In a separate case, the Swedish Tax Agency denied interest deductions of SEK 4,064 million (€444 million) made in 2004-2008 to a Dutch ICA Group company. The Tax Agency's claim amounts to SEK 1,333 million (€145 million) (including penalties and interest). ICA is convinced that the deductions it made complied with applicable tax laws and has appealed the Tax Agency's decision for the years 2004 – 2008 to the Swedish County Administrative Court. No provision has been taken for this claim.

DoJ settlement

The Civil Division of the U.S. Department of Justice was conducting an investigation, which Ahold believes related to certain past pricing practices of U.S. Foodservice for sales made to the U.S. government prior to the date of completion of the disposal of U.S. Foodservice (July 3, 2007). In September 2010, a settlement was reached with the Department of Justice under which U.S. Foodservice was obliged to pay an amount of \$33 million (€24 million) to the U.S. government. Ahold paid under its indemnification agreement with U.S. Foodservice an amount of \$23 million (€17 million).

BI-LO/Bruno's

In connection with the sale of BI-LO and Bruno's, Ahold may be contingently liable to landlords under guarantees of some 200 BI-LO or Bruno's operating or finance leases. As further described under Note 7, BI-LO exited bankruptcy in May 2010 and the Company has re-evaluated its estimate of liability.

A comprehensive overview of commitments and contingencies as of January 3, 2010 is included in Note 34 to Ahold's 2009 consolidated financial statements, which were published as part of Ahold's Annual Report on March 11, 2010.

Use of non-GAAP financial measures

This interim report includes the following non-GAAP financial measures:

  • Net sales at constant exchange rates. Net sales at constant exchange rates exclude the impact of using different currency exchange rates to translate the financial information of Ahold's subsidiaries or joint ventures to euros. Ahold's management believes this measure provides a better insight into the operating performance of Ahold's foreign subsidiaries or joint ventures.
  • Net sales in local currency. In certain instances, net sales are presented in local currency. Ahold's management believes this measure provides a better insight into the operating performance of Ahold's foreign subsidiaries.
  • Identical sales, excluding gasoline net sales. Because gasoline prices have experienced greater volatility than food prices, Ahold's management believes that by excluding gasoline net sales, this measure provides a better insight into the growth of its identical store sales.
  • Underlying retail operating income. Total retail operating income, adjusted for impairment of non-current assets, gains and losses on the sale of assets and restructuring and related charges. Ahold's management believes this measure provides better insight into underlying operating performance of Ahold's retail operations.

The reconciliation from the underlying retail operating income per segment to the retail operating income per segment is as follows for Q3 2010 and Q3 2009 and for the first three quarters of 2010 and 2009, respectively:

Underlying
operating
income
Impairment
(charges)/
reversals
Gains (losses)
on the sale of
assets
Restructuring
and related
(charges)/
Operating
income
(€ million) Q3 2010 reversals Q3 2010
Ahold USA 156 - 1 (8) 149
The Netherlands 158 (3) 1 - 156
Other Europe 2 - - - 2
Ahold Europe 160 (3) 1 - 158
Total retail 316 (3) 2 (8) 307
(€ million) Underlying
operating
income
Q3 2009
Impairment
(charges)/
reversals
Gains (losses)
on the sale of
assets
Restructuring
and related
(charges)/
reversals
Operating
income
Q3 2009
Ahold USA 171 (7) - (1) 163
The Netherlands 147 - - - 147
Other Europe (13) (4) - (4) (21)
Ahold Europe 134 (4) - (4) 126
Total retail 305 (11) - (5) 289
(€ million) Underlying
operating
income
Q3 YTD 2010
Impairment
(charges)/
reversals
Gains (losses)
on the sale of
assets
Restructuring
and related
(charges)/
reversals
Operating
income
Q3 YTD 2010
Ahold USA 583 3 6 (11) 581
The Netherlands 531 (4) 2 - 529
Other Europe 5 (1) 2 (4) 2
Ahold Europe 536 (5) 4 (4) 531
Total retail 1,119 (2) 10 (15) 1,112
(€ million) Underlying
operating
income
Q3 YTD 2009
Impairment
(charges)/
reversals
Gains (losses)
on the sale of
assets
Restructuring
and related
(charges)/
reversals
Operating
income
Q3 YTD 2009
Ahold USA 593 (13) - 3 583
The Netherlands 486 (4) 4 - 486
Other Europe (34) (12) - (14) (60)
Ahold Europe 452 (16) 4 (14) 426
Total retail 1,045 (29) 4 (11) 1,009
  • Operating income in local currency. In certain instances operating income is presented in local currency. Ahold's management believes this measure provides better insight into the operating performance of Ahold's foreign subsidiaries.
  • Earnings before interest, taxes, depreciation and amortization. EBITDA is net income before net financial expense, income taxes, depreciation and amortization. EBITDA is commonly used by investors to analyze profitability between companies and industries by eliminating the effects of financing (i.e., net financial expense) and capital investments (i.e., depreciation and amortization).

The reconciliation from EBITDA per segment to operating income per segment is as follows for Q3 2010 and Q3 2009 and for the first three quarters of 2010 and 2009, respectively:

EBITDA
Q3 2010
Depreciation
and
amortization
Operating
income
Q3 2010
EBITDA
Q3 2009
Depreciation
and
amortization
Operating
income
Q3 2009
(€ million)
Ahold USA 271 (122) 149 271 (108) 163
The Netherlands 203 (47) 156 193 (46) 147
Other Europe 13 (11) 2 (9) (12) (21)
Ahold Europe 216 (58) 158 184 (58) 126
Corporate Center (21) (1) (22) (23) (1) (24)
Total 466 (181) 285 432 (167) 265
EBITDA Depreciation Operating EBITDA Depreciation Operating
Q3 YTD and income Q3 YTD and income
2010 amortization Q3 YTD 2009 amortization Q3 YTD
(€ million) 2010 2009
Ahold USA 984 (403) 581 963 (380) 583
The Netherlands 688 (159) 529 634 (148) 486
Other Europe 40 (38) 2 (21) (39) (60)
Ahold Europe 728 (197) 531 613 (187) 426
Corporate Center (70) (1) (71) (52) (1) (53)
Total 1,642 (601) 1,041 1,524 (568) 956
  • Free cash flow. Operating cash flows from continuing operations minus net capital expenditures minus net interest paid plus dividends received. Ahold's management believes this measure is useful because it provides insight into the cash flow available to, among other things, reduce debt and pay dividends.
  • Net debt. Net debt is the difference between (i) the sum of long-term debt and short-term debt (i.e., gross debt) and (ii) cash, cash equivalents and short-term deposits. In management's view, because cash, cash equivalents and short-term deposits can be used, among other things, to repay indebtedness, netting this against gross debt is a useful measure for investors to judge Ahold's leverage. Net debt may include certain cash items that are not readily available for repaying debt.

Management believes that these non-GAAP financial measures allow for a better understanding of Ahold's operating and financial performance. These non-GAAP financial measures should be considered in addition to, but not as substitutes for, the most directly comparable IFRS measures.

Financial calendar

Ahold's financial year consists of 52 or 53 weeks and ends on the Sunday nearest to December 31.

Ahold's 2010 financial year consists of 52 weeks and ends on January 2, 2011. The quarters in 2010 are:

First Quarter (16 weeks) January 4 through April 25, 2010 Second Quarter (12 weeks) April 26 through July 18, 2010 Third Quarter (12 weeks) July 19 through October 10, 2010 Fourth Quarter (12 weeks) October 11, 2010 through January 2, 2011

Contact information

Ahold Press Office: +31 20 509 5343

Ahold Investor Relations: +31 20 509 5213

Cautionary notice

This interim report includes forward-looking statements, which do not refer to historical facts but refer to expectations based on management's current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those included in such statements. These forward-looking statements include, but are not limited to, statements as to Ahold's market share and volumes and Ahold's contingent liability related to ICA tax claims and BI-LO and Bruno´s leases. These forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from future results expressed or implied by the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond Ahold's ability to control or estimate precisely, such as the effect of general economic or political conditions, fluctuations in exchange rates or interest rates, increases or changes in competition, Ahold's ability to implement and complete successfully its plans and strategies, the benefits from and resources generated by Ahold's plans and strategies being less than or different from those anticipated, changes in Ahold's liquidity needs, the actions of competitors and third parties and other factors discussed in Ahold's public filings and other disclosures. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this interim report. Ahold does not assume any obligation to update any public information or forward-looking statements in this interim report to reflect subsequent events or circumstances, except as may be required by securities laws. Outside the Netherlands, Koninklijke Ahold N.V., being its registered name, presents itself under the name of "Royal Ahold" or simply "Ahold".

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