UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16
under the Securities Exchange Act of 1934
For the month
of July, 2016
Commission File Number: 333-13302
ETABLISSEMENTS DELHAIZE FRÈRES
ET CIE LE LION (GROUPE DELHAIZE)
(Koninklijke Ahold Delhaize N.V. as successor by merger to Etablissements Delhaize Frères
et Cie Le Lion (Groupe Delhaize))
(Exact name of registrant as specified in its charter)*
DELHAIZE BROTHERS AND CO.
THE LION (DELHAIZE GROUP)
(Translation of registrants name into English)*
c/o
Koninklijke Ahold Delhaize N.V.
Provincialeweg 11
1506 MA Zaandam
The
Netherlands
(Address of principal executive offices)
*
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The registrants charter (articles of association) specifies the registrants name in French, Dutch and English.
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Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form
20-F
x
Form 40-F
¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):
¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by
Regulation S-T Rule 101(b)(7):
¨
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Merger completion
July 23, 2016
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DELHAIZE GROUP AND AHOLD COMPLETE MERGER AFTER RECEIVING CLEARANCE
FROM THE U.S. FEDERAL TRADE COMMISSION
Brussels, Belgium,
July 23, 2016 Delhaize Group and Ahold have received regulatory clearance for their merger from the United States
Federal Trade Commission (FTC). The companies subsequently completed the merger with the signing of the merger deed by Delhaize Group CEO Frans Muller and Ahold CEO Dick Boer today.
Mats Jansson, Chairman of Delhaize Group said: Today is an historic day, as we are now really bringing together these two great companies, creating an
even stronger international food retailer. We are completing this international transaction with great momentum and a high level of readiness.
Frans Muller, Delhaize Group CEO said: We are pleased to complete our merger with Ahold today. I would like to thank our associates for all their work
and dedication. The moment to merge has never been more right, and we are confident that we will deliver even more for customers, communities and investors.
The merger will become effective on Sunday, July 24, 2016 at 00:01 a.m. CET. Ahold Delhaize shares will start trading on Euronext Amsterdam and Euronext
Brussels on Monday, July 25 with ticker symbol AD. Ahold Delhaize American Depositary Receipts (ADRs) will trade over-the-counter in the United States and will be quoted on the OTCQX International marketplace.
Please visit
www.delhaizegroup.com
,
www.ahold.com
, or
www.adcombined.com
for more information.
» Delhaize Group
Delhaize Group is a Belgian
international food retailer present in seven countries on three continents. At the end of the second quarter of 2016, Delhaize Groups sales network consisted of 3 556 stores. In 2015, Delhaize Group recorded 24.4 billion ($27.1 billion)
in revenues and 366 million ($407 million) in net profit (Group share). At the end of 2015, Delhaize Group employed approximately 154 000 people. Delhaize Groups stock is listed on NYSE Euronext Brussels (DELB) and the New York
Stock Exchange (DEG).
This press release is available in English, French and Dutch. You can also find it on the website
http://www.delhaizegroup.com
. Questions can be sent to
investor@delhaizegroup.com
.
» Contacts
Investor Relations: + 32 2 412 2151
Media Relations: + 32 2 412
8669
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Delhaize Group Merger completion July 23, 2016
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CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
This communication contains forward-looking statements, which do not refer to historical facts but refer to expectations based on managements current
views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance, or events to differ materially from those included in such statements. These statements or disclosures may discuss goals,
intentions and expectations as to future trends, plans, events, results of operations or financial condition, or state other information relating to Delhaize Group, based on current beliefs of management as well as assumptions made by, and
information currently available to, management. Forward-looking statements generally will be accompanied by words such as anticipate, believe, plan, could, estimate, expect,
forecast, guidance, intend, may, possible, potential, predict, project or other similar words, phrases or expressions. Many of these risks and
uncertainties relate to factors that are beyond Delhaize Groups control. Therefore, investors and shareholders should not place undue reliance on such statements. Factors that could cause actual results to differ materially from those in the
forward-looking statements include, but are not limited to: in the context of the merger with Koninklijke Ahold N.V., also known as Royal Ahold, the risks that the new businesses will not be integrated successfully or promptly or that the combined
company will not realize when expected or at all the expected synergies and benefits from the merger; Delhaize Groups ability to successfully implement and complete its plans and strategies and to meet its targets; risks related to disruption
of management time from ongoing business operations due to the merger with Royal Ahold; the benefits from Delhaize Groups plans and strategies being less than anticipated; the effect of the announcement or completion of the merger with Royal
Ahold on the ability of Delhaize Group to retain customers and retain and hire key personnel, maintain relationships with suppliers, and on their operating results and businesses generally; litigation relating to the transaction; the effect of
general economic or political conditions; Delhaize Groups ability to retain and attract employees who are integral to the success of the business; business and IT continuity, collective bargaining, distinctiveness, competitive advantage and
economic conditions; information security, legislative and regulatory environment and litigation risks; and product safety, pension plan funding, strategic projects, responsible retailing, insurance and unforeseen tax liabilities. In addition, the
actual outcomes and results of Delhaize Group may differ materially from those projected depending upon a variety of factors, including but not limited to changes in the general economy or the markets of Delhaize Group, in consumer spending, in
inflation or currency exchange rates or in legislation or regulation; competitive factors; adverse determination with respect to claims; inability to timely develop, remodel, integrate or convert stores; and supply or quality control problems with
vendors. Additional risks and uncertainties that could cause actual results to differ materially from those stated or implied by such forward-looking statements are described in Delhaize Groups most recent annual report on Form 20-F and other
filings with the SEC. Neither Delhaize Group nor any of its directors, officers, employees and advisors nor any other person is therefore in a position to make any representation as to the accuracy of the forward-looking statements included in this
communication. The actual performance, the success and the development over time of the business activities of Delhaize Group may differ materially from the performance, the success and the development over time expressed in or implied from the
forward-looking statements contained in this communication. The foregoing list of factors is not exhaustive. Forward-looking statements speak only as of the date they are made. Delhaize Group does not assume any obligation to update any public
information or forward-looking statement in this communication to reflect events or circumstances after the date of this communication, except as may be required by applicable laws.
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Delhaize Group Merger completion July 23, 2016
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
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KONINKLIJKE AHOLD DELHAIZE N.V.
, as
successor by merger to Etablissements Delhaize
Frères et Cie Le Lion (Groupe Delhaize)
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Date: July 25, 2016
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By:
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/s/ Jeff Carr
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Jeff Carr
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Chief Financial Officer
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