Ahold public offer for ICA shares in Sweden successfully concluded

Friday, March 24, 2000

The public offer by the 50/50 joint venture ICA Ahold Holding AB for the shares in leading Scandinavian food retailer ICA AB has been successfully concluded. Close to 99% of the voting rights and the share capital in ICA AB has been offered at the time of closing of the tender offer period, March 21, 2000.

The issue of new stock by ICA Frbundet Invest AB, the investment company vehicle of associated ICA retailers, was also sufficiently subscribed.

The Condition regarding the acceptance of the offer (more than 90% of the voting rights and share capital in ICA AB) has now been met. The European Commission is expected to issue its opinion by April 6, 2000 and all remaining conditions are expected to be met during April. The Boards of Ahold and ICA confirmed today that the overall transaction, in accordance with the prospectus, is expected to be completed, including payment, by April 28, 2000.

Once completed, Ahold will hold a 50% interest in ICA Ahold Holding AB, in which all activities of the ICA Group have been brought together. The other 50% of ICA Ahold Holding AB will be held by Canica, the investment company of the Norwegian Hagen family, and by ICA Frbundet, the association of ICA retailers.

Ahold will pay a total of Euro 1.8 billion for its 50% interest in ICA. The impact of the transaction on Ahold's earnings per share growth is expected to be positive in the year 2000, growing gradually thereafter. The ICA Group is market leader in Sweden and holds a prominent position in Norway. Over 3,100 supermarkets, hypermarkets and discount stores work together in the ICA Group. Annual sales of the ICA Group total Euro 6.7 billion. In addition the ICA Group holds a 50% interest in Statoil Retail with sales of approximately Euro 2.5 billion. Statoil Retail operates 1,500 gasoline stations with convenience stores in Sweden, Norway and Denmark. Once the transaction is completed, annual Ahold sales in Europe will increase to over Euro 20 billion.