Hannaford Bros. Co. to sell 38 locations to three supermarket retailers

Taking another step forward in the regulatory approval process, Delhaize America, Inc. and Hannaford Bros. Co. today announced the submittal of a divestiture plan to the Federal Trade Commission for its consideration and approval. The submission of the proposal is a required step for obtaining regulatory approval of the acquisition of Hannaford by Delhaize America.

The divestiture plan includes agreements for the sale of 38 Hannaford stores in Virginia and North Carolina. Twenty Virginia stores will be sold to an affiliate of Cincinnati-based Kroger Co. Winston-Salem-based Lowe's Foods will purchase twelve Hannaford stores and one site under construction in North Carolina. Another five North Carolina stores will be sold to Richlands, N.C.-based Sylvester/Floyd Group, which operates 26 Piggly Wiggly-affiliated supermarkets. The three buyers will provide employment opportunities for store employees.

The divestiture sales are contingent on FTC approval of Delhaize America's pending $3.6 billion merger with Hannaford. Hannaford and Delhaize America believe their divestiture plan fully addresses the antitrust concerns identified by the FTC staff in its review of the Hannaford transaction. Following a favorable review of the divestiture plan, the acquisition will be reviewed by the FTC Commissioners for their approval. Delhaize and Hannaford anticipate a closing date on the Hannaford merger prior to August 1, 2000.

The combined companies that comprise DZA will generate sales of $15 billion and garner synergies of $40 million for Delhaize America in the first year after the Hannaford acquisition. The acquisition will fuel Delhaize America's future growth and build long-term shareholder value, while positioning DZA as a premier food retailer on the East Coast. The company will combine the strengths of Hannaford with its existing Food Lion and Kash n' Karry banners to create a company of strong cash flow, multiple banners, geographic diversity, and complementary best practices.

The strategic acquisition will strengthen Delhaize America management, and the savings and best practices identified by the company will benefit shareholders, employees, and customers short-term as well as long-term. Hannaford is strategically important to Delhaize America, as it gives Delhaize America a new, strong growth vehicle, particularly in the Northeast where Hannaford operates more than 100 stores and has plans to open more this year.

While the divestiture of these Hannaford stores was not the preferred outcome, Delhaize America considered the entire range of divestiture possibilities in valuing the Hannaford acquisition.

Hannaford stores in the Southeast had sales of $653 million in 1999, constituting less than 5 percent of the projected $15 billion in consolidated annual sales of the combined companies and less than 19 percent of Hannaford's consolidated sales. Because the southeast division has historically posted losses, the impact of the divestiture is not expected to be material to the combined companies' results.

Hannaford is selling its Southeast stores to strong, committed operators with considerable food retailing experience. That job opportunities be available for Hannaford employees under the new owners was an important consideration for Hannaford in making its decision.

Once the merger has been approved, Hannaford Bros. Co., which was founded in Portland, Maine in 1883, will own and operate 104 supermarket and food and drug combination stores in Maine, New Hampshire, Vermont, Massachusetts, and New York. The company reported annual sales and other revenues of $3.4 billion in 1999. Its web site is www.hannaford.com.

Hannaford will become the third banner owned by Delhaize America, the parent company of Salisbury, N.C.-based Food Lion and Tampa, FL-based Kash n' Karry, which together generated sales of $10.9 billion in 1999. With more than 1,400 stores stretching from Maine to Florida, the combined companies will be the fifth-largest grocery operator in the nation. For more information, visit the Delhaize America website at www.delhaizeamerica.com.

This document contains forward-looking statements that involve uncertainties. Factors that could cause results to differ materially from those in the forward-looking statements are detailed from time to time in reports filed by the Company with the SEC, including form 8-K, 10-Q and 10-K.

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HANNAFORD BROS. CO.
STORE LIST ATTACHED TO NEWS RELEASE -MAY 31, 2000

STORE STORE LOCATION/ADDRESS
#
SYLVESTER/FLOYD GROUP
402 Wilson's Burgaw 103 South Dudley St.
Burgaw, NC
403 Wilson's Warsaw 107 South Pine Street
Warsaw, NC
408 Hannaford Food & Drug Leland 112 A Village Road
Leland, NC
414 Wilson's Whiteville 604 Jefferson Street
Whiteville, NC
420 Wilson's Highway 701, White's Crossing
Whiteville Shppng Ctr,Hghwy701
By-Pass, South
Whiteville, NC
KROGER
427 Hannaford Richmond 9480 West Broad Street
Richmond, VA
430 Hannaford Food & Drug Denbeigh 14346 Warwick Blvd.
Newport News, VA
432 Hannaford Virginia Beach 4692 Columbus Street
Virginia Beach, VA
474 Hannaford Food/Drug Hicks 2801 Hicks Road
Richmond, VA
477 Hannaford Food/Drug
Superstore So. Laburnum Ave. 4816 So. Laburnum Ave.
Richmond, VA
478 Hannaford Food/Drug
Superstore Gaskins Road 1356 Gaskins Road
Richmond, VA
479 Hannaford Food/Drug
Superstore West Cary Street 3507 West Cary Street
Richmond, VA
480 Hannaford Food/Drug Huguenot Road 11400 Huguenot Road
Richmond, VA
481 Hannaford Food/Drug Hull Street 10921 Hull Street
Midlothian, VA
483 Hannaford Food & Drug Shore Drive 4625 Shore Drive
Virginia Beach, VA
484 Hannaford Food & Drug Brook Road 7951 Brook Road
Richmond, VA
486 Hannaford Food/Drug
Superstore Chester 12201 S. Chalkley Road
Chester, VA
487 Hannaford Food & Drug Republic Drive 1800 Republic Drive
Virginia Beach, VA
488 Hannaford Food & Drug Kiln Creek 101 Village Avenue
Yorktown, VA
490 Hannaford Food/Drug Willow Lawn 1601 Willow Lawn Drive
Richmond, VA
491 Hannaford Food & Drug Lynnhaven 2029 Lynnhaven Drive
Virginia Beach, VA
492 Hannaford Norfolk 205 East Little
Creek Road
Norfolk, VA
493 Hannaford Food & Drug Providence Square 5237 Providence Road
Suite 975
Virginia Beach, VA
494 Hannaford Food & Drug Churchland 5601 High Street West
Portsmouth, VA
496 Hannaford Food & Drug King Richard 3330 Virginia
Beach Blvd.
Virginia Beach, VA
LOWES
410 Hannaford Food & Drug South College Road 341 South College Road
Wilmington, NC
415 Hannaford Food & Drug Murrayville Road 2316 N. College Road
Wilmington, NC
426 Hannaford Food & Drug Monkey Junction 5309 Carolina Beach Rd
Wilmington, NC
441 Hannaford Food & Drug Shallotte 5051-3 Main Street
Shallotte, NC
442 Hannaford Supermarket Southport 4821 Long Beach
Road SE
Southport, NC
444 Hannaford Food & Drug Oleander Drive 3804 Oleander Drive
Wilmington, NC
424 Hannaford Superstore Cary 930 High House Road
Cary, NC
425 Hannaford Food & Drug Raleigh 9600 Strickland Road
Raleigh, NC
428 Hannaford Food & Drug Raleigh 2900 Millbrook Road
Raleigh, NC
436 Hannaford Food & Drug Raleigh 2900 Wake Forest Road
Raleigh, NC
439 Hannaford Food & Drug Cary 1741 Walnut Street
Cary, NC
455 Hannaford Food & Drug Apex 1405 Suite A West
Williams Rd
Apex, NC
# Ten Ten Cary To Be Built Ten Ten Road
Cary, NC