00 Ahold ANNUAL REPORT 2002 117 BOARD GOVERNANCE HIGHLIGHTS OPERATING REVIEW FINANCIAL INVESTOR REL AT IONS The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of the USF acquisition. At April 12, 2000 Goodwill Tangible fixed assets Financial assets Current assets 3,010 932 Total assets acquired 4,708 Provisions Non-current liabilities Current liabilities 914 843 Total liabilities assumed 2,002 Consideration 2,706 The acquired intangible assets are related to software, customer list, brand names and other intangible assets and have a weighted-average useful life of approximately 5 years. PYA/Monarch: In December 2000, USF completed its acquisition of PYA/Monarch, a food service distributor in the U.S. for a total cash consideration of approximately USD 1.57 billion (EUR 1.7 billion). PYA/Monarch was previously a subsidiary of Sara Lee Corporation. The acquisition resulted in goodwill of USD 1.3 billion (EUR 1.4 billion) which was capitalized and will be amortized over 20 years. The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of the PYA/Monarch acquisition. At December 5, 2000 Goodwill Tangible fixed assets Current assets 1,404 48 668 Total assets acquired 2,120 Provisions Current liabilities 99 268 Total liabilities assumed 367 Consideration 1,753 - Superdiplo: In December 2000, Ahold completed a public tender offer for 97.64% of the outstanding shares of the Spanish food retailer, Superdiplo, S.A. As a result, on January 3, 2001, Ahold exchanged 36,849,875 newly issued Ahold common shares, with a value of EUR 1,266, for 49,797,129 Superdiplo shares, representing 97.64% of the outstanding share capital in Superdiplo. The value of the 36,849,875 Ahold common shares issued was EUR 34.36 per share, based on the market price of Ahold's common shares on December 29, 2000. During fiscal 2001 and 2002 Ahold increased its shareholdings to 99.97% through the exercise of stock options rights and tender offers. Superdiplo's assets, liabilities and shareholders' equity were included in Ahold's consolidated balance sheets as of December 31, 2000, as the tender offer for Superdiplo's shares was completed and irrevocable, and the risks and rewards of ownership had passed to Ahold on December 29, 2000. The results of Superdiplo have been consolidated since the beginning of fiscal 2001. The acquisition resulted in goodwill of EUR 1,208.

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