102
22 Other non-current financial liabilities continued
268,415
477,581
81
143
Ahold
Annual Report 2011
Groupata glance
Performance
Governance
Investors
Notes to the consolidated financial statements continued
Certain store leases provide for contingent additional rentals based on a percentage of sales and consumer price indices. Substantially
all of the store leases have renewal options for additional terms. None of Ahold's leases impose restrictions on Ahold's ability to pay
dividends, incur additional debt, or enter into additional leasing arrangements.
During 2011, interest expense on finance lease liabilities was €94 million (2010: €101 million), of which €3 million related to discontinued
operations (2010: €3 million). Total future minimum sublease income expected to be received under non-cancelable subleases as of
January 1, 2012, is €156 million (January 2, 2011: €117 million). The total contingent rent expense recognized during the year on finance
leases was €1 million (2010: €1 million).
Cumulative preferred financing shares
Number
of shares
(x 1,000)
million
Issued cumulative preferred financing shares (€0.30 par value each)
Authorized cumulative preferred financing shares (€0.30 par value each)
Other
non-current
financial
million
liabilities
Paid-in capital issued cumulative preferred financing shares
81
Additional paid-in capital cumulative preferred financing shares
416
Balance as of January 1, 2012 and January 2, 2011
497
The cumulative preferred financing shares were issued in four tranches. Dividends are paid on each preferred financing share at a
percentage (Financing Dividend Percentage) that differs per tranche. When a period of 10 years has lapsed after the issue date of a
tranche, and every 10 years thereafter (Reset date), the Financing Dividend Percentage is reset. The current Financing Dividend
Percentage is 5.93 percent per year for the shares issued in June 1996, 6.08 percent per year for the shares issued in August 1998,
3.85 percent per year for the shares issued in October 2000, and 7.33 percent per year for the shares issued in December 2003.
The nominal value plus additional paid-in capital per tranche is €71 million (June 1996 tranche), €46 million (August 1998 tranche),
€320 million (October 2000 tranche), and €60 million (December 2003 tranche); in the aggregate €497 million.
The total number of votes that can be exercised by the cumulative preferred financing shares is approximately 75 million. This represents
approximately 7 percent of the total number of votes that can be cast (this total being calculated as the sum of the outstanding cumulative
preferred financing shares and the outstanding common shares).
The cumulative preferred financing shares are convertible into common shares. The conversion conditions have been set so as to avoid
any transfer of value from the common shares to the cumulative preferred financing shares. The maximum number of common shares to
be received upon conversion of all outstanding cumulative preferred financing shares is approximately 90 million. The conversion features
are similar for all tranches. Conversion is allowed for all shares in one tranche held by one investor but not for fractions of tranches held
by one investor. Upon conversion, the holders of (depositary receipts of) cumulative preferred financing shares will receive a number of
common shares that is calculated by dividing the value of the cumulative preferred financing shares on the day before the conversion date
by the average share price of Ahold common shares on the five trading days preceding the notification date, on the notification date, and
on the four trading days following the notification date. The value of the cumulative preferred financing shares will be considered, for this
purpose, to be equal to the lower of the nominal value plus the additional paid-in capital of the cumulative preferred financing shares (Par
Value) or to the present value of the remaining preferred dividends until the first Reset date plus the present value of the Par Value at the
first Reset date.
Subject to the approval of the General Meeting of Shareholders, the Company can redeem the cumulative preferred financing shares of a
certain tranche, but not fractions of a tranche. Redemption of a tranche is subject to the approval of the holders of depositary receipts of
that tranche, unless all (remaining) cumulative preferred financing shares are redeemed. Redemption takes place at the higher of the Par
Value or the present value of the remaining preferred dividends plus the present value of the Par Value at the Reset date.
