Debt Covenants for Long-term Debt
18.2 Short-term Borrowings
Short-term credit facilities
Debt Covenants for Short-term Borrowings
FINANCIAL STATEMENTS
Delhaize Group is subject to certain financial and non-financial covenants related to the long-term debt instruments indicated
above. While these long-term debt instruments contain certain accelerated repayment terms, as further described below, none
contain accelerated repayment clauses that are subject solely to changes in the Group's credit rating ("rating event"). Further,
none of the debt covenants restrict the ability of subsidiaries of Delhaize Group to transfer funds to the parent.
Indentures covering the notes due in 2017 2019 2020 2027 and 2040 the debentures due in 2031 and the
retail bond due in 2018 contain customary provisions related to events of default as well as restrictions in terms of negative
pledge, liens, sale and leaseback, merger, transfer of assets and divestiture. The 2017 2019 2020 and 2040 notes
and the 2018 bonds also contain a provision granting their holders the right to early repayment for an amount not in excess of
101% of the outstanding principal amount thereof in the event of a change of control in combination with a rating event.
At December 31, 2014, 2013 and 2012, Delhaize Group was in compliance with all covenants for long-term debt.
In 2014, Delhaize Group and certain of its subsidiaries, including Delhaize America, LLC, entered into a new €400 million fiv e-
year multi-currency, unsecured revolving credit facility agreement (the "€400 million RCF Agreement"), replacing the 2011 €600
million, five-year multi-currency, unsecured revolving credit facility agreement (the "€600 million RCF Agreement").
U.S. Entities
Delhaize America, LLC had no outstanding borrowings under these agreements as of December 31, 2014, 2013 and 2012.
Under the RCF Agreements, Delhaize America, LLC had no average daily borrowings during 2014, none during 2013 and
$1 million (€1 million) during 2012. In addition to the RCF Agreement, Delhaize America, LLC had a committed credit facility
available until November 2014 to exclusively fund letters of credit of $35 million (€29 million) of which approximately $13 million
(€9 million) and $12 million (€9 million) was drawn for issued letters of credit as of December 31, 2013 and 2012, respectively.
Further, Delhaize America, LLC has periodic short-term borrowings under uncommitted credit facilities that are available at the
lenders' discretion. These facilities are also available to fund letters of credit were $50 million (€41 million) at December 31,
2014. As of December 31, 2014, 2013 and 2012, Delhaize America, LLC had no borrowings outstanding under such
arrangements but used $10 million (€8 million) in 2014, none in 2013 and $5 million (€4 million) in 2012 to fund letters of credit.
European Entities
At December 31, 2014, 2013 and 2012, the Group's European entities together had credit facilities (committed and uncommitted)
of €683 million (of which €525 million of committed credit facilities and including the €400 million RCF Agreement, see above),
€895 million and €846 million, respectively.
Borrowings under these facilities generally bear interest at the inter-bank offering rate at the borrowing date plus a pre-set
margin, or based on market quotes from banks. In Europe, Delhaize Group had no outstanding short-term bank borrowings at
the end of 2014, 2013 and 2012. During 2014, the Group's European entities had insignificant average daily borrowings at an
average interest rate of 9.61%.
An amount of €41 million uncommitted credit facilities was exclusively available to issue bank guarantees, of which
approximately €29 million was outstanding as of December 31, 2014 (€34 million and €11 million at December 31, 2013 and
2012, respectively).
The €400 million RCF Agreement and the €125 million committed European bilateral credit facilities require maintenance of
various financial and non-financial covenants. The agreements contain customary provisions related to events of default and
affirmative and negative covenants applicable to Delhaize Group. The negative covenants contain restrictions in terms of
negative pledge, liens, indebtedness of subsidiaries, sale of assets and mergers, as well as minimum fixed charge coverage
ratios and maximum leverage ratios based on non-GAAP measures. None of the debt covenants restrict the abilities of
subsidiaries of Delhaize Group to transfer funds to the parent.
At December 31, 2014, 2013 and 2012, Delhaize Group was in compliance with all covenants conditions for short-term bank
borrowings.
