BRUSSELS, Belgium -- Delhaize "Le Lion" Group here and Delhaize America, Salisbury, N.C., said last week they have agreed to a share exchange designed to increase the company's global liquidity and to facilitate worldwide implementation of best practices.
to close in the spring.
Delhaize Group also said it will nominate two Delhaize America executives to its board -- Bill McCanless, CEO, and Hugh Farrington, vice chairman and CEO of its Hannaford unit -- to represent U.S. interests; it also said it will nominate three independent directors to the board.
Under last week's agreement Delhaize Group said it will exchange each outstanding share of Class A and Class B Delhaize America stock it does not already hold for 0.4 share of Delhaize Group, with Delhaize America shareholders having the option to receive either Delhaize Group stock, which trades on the Brussels Stock Exchange, or American Depositary Receipts, which Delhaize Group expects to trade on the New York Stock Exchange.
Delhaize Group currently owns 45% of Delhaize America's total outstanding common stock. Based on the price of its stock on Nov. 15, Delhaize Group said the aggregate value of the exchange would be approximately $1.9 billion U.S.
According to Pierre-Olivier Beckers, president and chief executive officer of Delhaize Group and chairman of Delhaize America, "This transaction is a win-win for shareholders, employees and customers of both companies [because] it will enable us to maximize the upward potential of this combination and deliver added value to our shareholders by streamlining and strengthening the Group's capital and corporate structure. In turn, this will enable us to leverage our financial strength, human resources and international presence."