centive
Recent Captal Increases (in except number of shares)
Capita l
Share Premium
(Belgian GAAP)(1
Number of
Shares
Capital on January 1, 2010
50 435 313
2 739 020 552
100 870 626
Capital increase as a consequence of the exercise of warrants under the
2002 Stock Incentive Plan
342 328
38 587 734
684 655
Capital on December 31, 2010
50 777 641
2 777 608 286
101 555 281
Capital increase as a consequence of the exercise of warrants under the
2002 Stock Incentive Plan
168 454
18 875 623
336 909
Capital on December 31, 2011
50 946 095
2 796 483 909
101 892 190
Capital increase as a consequence of the exercise of warrants under the
2002 Stock Incentive Plan
14 654
1 171 837
29 308
Capital on December 31, 2012
50 960 749
2 797 655 746
101 921 498
(1) Share premium as recorded in the non-consolidated statutory accounts of Delhaize Group SA, pr
epared under Belg
ian GAAP.
Authorized Capital - Status (in except number of shares)
Ma
ximum Number
Maximum Amount
(excluding Share
Premium)
Authorized capital as approved at the May 24, 2007 General Meeting with effect as
June 18, 2007
of
19 357 794
9 678 897
May 30, 2008 - Issuance of warrants under the Delhaize Group 2002 Stock Incentn
e Plan
(528 542)
(264 271)
June 9, 2009 - Issuance of warrants under the Delhaize Group 2002 Stock Incentiv
e Plan
(301 882)
(150 941)
June 8, 2010 - Issuance of warrants under the Delhaize Group 2002 Stock Incentiv
e Plan
(232 992)
(116 496)
Balance of remaining authorized capital as of December 31, 2010
18 294 378
9 147 189
June 15, 2011 - Issuance of warrants under the Delhaize Group 2002 Stock Incenti
ve Plan
(318 524)
(159 262)
Balance of remaining authorized capital as of December 31, 2011
17 975 854
8 987 927
May 24, 2012 - Issuance of warrants under the Delhaize Group U.S. 2012 Stock In
Plan
(291 727)
(145 864)
Unused authorized capital as approved at the May 24, 2007 General Meeting, expir
June 2012
ed in
17 684 127
8 842 063
Authorized capital as approved at the May 24, 2012 General Meeting with effect as
June 21, 2012
of
10 189 218
5 094 609
August 31, 2012 - Issuance of warrants under the Delhaize Group U.S. 2012 Stock
(300 000)
(150 000)
Balance of remaining authorized capital as of December 31, 2012
9 889 218
4 944 609
Share Premium
During 2011, Delhaize G roup acquired euro denominated call options on its own shares in order to hedge its potential exposure
arising from the possible future exercise of stock options granted to the associates of its non -U.S. operating companies. These
call options met the requirements of IFRS to qualify as equity instruments and are recognized in share premium at their initial
transaction cost of €6 million. The first tranche of the options will expire in June 2013, and the second and third tranches in May
201 5 and May 201 6, respectively.
Treasury Shares
On May 26, 2011, at an Ordinary and Extraordinary General Meeting, the Delhaize Group's shareholders authorized the Board of
Directors, in the ordinary course of business, to acquire up to 1 0% of the outstanding shares of the Group at a minimum share
price of €1.00 a nd a maximum share price not higher than 20% above the highest closing price of the Delhaize Group share on
NYSE E uronext Brussels during the 20 trading days preceding the acquisition. The authorization is granted for five years. Such
authorization also relates to the acquisition of shares of Delhaize Group by one or several direct subsidiaries of the Group, as
defined by legal provisions on acquisition of shares of the Group by subsidiaries.
In May 2004, the Board of Directors approved the repurchase of up to €200 million of the Group's shares or ADRs from time to
time in the open market, in compliance with applicable law and subject to and within the limits of an outstanding authorization
granted to the Board by the shareholders, to satisfy exercises under the stock option plans that Delhaize Group offers to its
associates. No time limit has been set for these repurchases. On A ugust 3, 2011 the Board of Directors approved the increase
of the amount remaining for repurchases under the May 2004 repurchases approval to €100 million to satisfy exercises under the
stock option plans that Delhaize Group and/or its subsidiaries offer to associates and to hedge certain stock option plan
exposures.
During 2012, Delhaize G roup SA did not acquire Delhaize Group shares and did not transfer shares to satisfy the exercise of
stock options granted to associates of non -U.S. operating companies (see Note 21.3).
DELHAIZE GROUP FINANCIAL STATEMENTS '12 113
