Ahold, the Dutch-based international food retailer and foodservice operator, has announced its intention to commence on 3 September tender offers for all of the outstanding shares of common stock and American Depositary Shares (ADSs) of Chilean supermarket company Santa Isabel SA it does not already own.

The tender offers will be made through Ahold's wholly owned subsidiaries, Gestión, Rentas e Inversiones Apoquindo Limitada (GRIAL) and Disco Ahold International Holdings (DAIH).

GRIAL will make a tender offer in Chile for Shares but not ADSs. DAIH will make a concurrent tender offer in the US for shares held by US holders and for ADSs. Each ADS represents fifteen Santa Isabel shares. The US offer will be made on substantially the same terms as the Chilean offer. Ahold currently owns 69.7% (411,548,180 of the outstanding shares) of Santa Isabel.

In the Chilean offer, GRIAL will offer Chilean pesos 190 (US$0.27) per share, a premium of about 22.6% over the closing price of Chilean pesos 155 per share on the Santiago Stock Exchange (SSE) on 23 August and a premium of 38.8% and 53.9% over the average of the closing prices of the shares on the days that the shares traded, as reported by the SSE, for the 30 and 60 day periods, respectively, ending on 23 August.

In the US offer, DAIH will offer Chilean pesos 190 per share and Chilean pesos 2,850 per ADS, in each case payable in US dollars based upon the Observed Exchange Rate as published in the Official Gazette in Chile at the time of payment. Based on this, each ADS accepted for purchase would be purchased for about US$4.04, a premium of about 32.5% over the closing price per ADS of US$3.05 on the New York Stock Exchange (NYSE) on 23 August and a premium of about 44.6% and 55.6% over the average of the closing prices of the ADSs on the days that the ADSs traded, as reported by the NYSE, during the 30 and 60 day periods, respectively, ending on 23 August.

The tender offers will commence on 3 September and are expected to expire on 3 October 2002, unless otherwise extended.

Santa Isabel's Shares are traded on the SSE, the Chilean Electronic Stock Exchange and the Valparaiso Stock Exchange and Santa Isabel's ADSs are traded on the NYSE. Once the tender offers are completed, Ahold intends to cause the shares and ADSs to be delisted from all exchanges.

DAIH operates over 350 supermarkets in four Latin American countries: Argentina, Chile, Peru and Paraguay. Ahold has a 69.7% stake in 117 Santa Isabel supermarkets in Chile (76), Peru (30) and Paraguay (11) with 2001 sales of about €771m. In addition, Ahold wholly owns 236 Disco SA supermarkets in Argentina with 2001 sales of about €2.1bn (US$2.04bn).