- Adds dynamic grocery wholesaler to
SUPERVALU's growing national distribution network
- Creates opportunities to leverage
Associated Grocers' approximate 1.5 million square feet of owned
real estate and enhance Associated Grocers' international business
serving the Caribbean, Central and South America and Asia
- Provides Associated Grocers' diverse
customer base with access to SUPERVALU's extensive private brands
portfolio, Market Centre specialty division, and varied
professional services offering
SUPERVALU INC. (NYSE: SVU) and Associated Grocers of Florida,
Inc. today announced that they have entered into a definitive
merger agreement for SUPERVALU to acquire Associated Grocers in a
transaction valued at approximately $180 million.
This transaction provides SUPERVALU with the ability to expand
its operations into a new part of Florida as well as provides new
opportunities to bring SUPERVALU's products and services to
Associated Grocers' diverse customer base in South Florida, the
Caribbean, and other international markets. Additionally, as part
of the pending transaction, SUPERVALU has reached a long-term
supply agreement with Associated Grocers' largest customer that
will go into effect upon the closing of the transaction.
Founded in 1945, Associated Grocers is a retailer-owned
cooperative that distributes full lines of grocery and general
merchandise to independent retailers, primarily in South Florida,
the Caribbean, Central and South America and Asia. Associated
Grocers' customer base of conventional, specialty and ethnic stores
includes an exciting mix of multi-cultural independent grocers that
complements SUPERVALU's customer base. SUPERVALU expects the
combined company will be well positioned to efficiently serve its
broad range of customers and offer an array of value added
services, helping Associated Grocers and SUPERVALU customers
compete and thrive in an increasingly demanding grocery
environment. During Associated Grocers' last fiscal year, which
ended on July 29, 2017, Associated Grocers' revenues were
approximately $650 million, estimated by SUPERVALU under its
accounting policies.
"Associated Grocers represents a great opportunity for us to
further expand our wholesale business into another important
region," said Mark Gross, SUPERVALU's President and Chief Executive
Officer. "We believe SUPERVALU is uniquely positioned to be the
supplier of choice across the grocery industry and
this acquisition is another example of how we're
delivering on our growth strategy."
Gross continued, "Christopher Miller and his talented team have
done outstanding work to build and support a dynamic and diverse
retailer base. We're looking forward to welcoming the strengths and
talents of the Associated Grocers team to SUPERVALU and working
together so that, once the transaction is complete, we can bring
the benefits of our combined scale and expertise to their customers
to help them better compete in the evolving grocery industry."
"I'm very excited about this announcement," said Associated
Grocers' President, Christopher Miller. "Being a part of SUPERVALU
will provide us with access to resources, products, services and
overall capabilities that are essential to helping us continue to
provide top-notch support to our customers. SUPERVALU and
Associated Grocers share a common dedication and commitment to the
independent retailer and together we'll be in a great position to
provide opportunities, innovation and increased value to our
customers, both domestically and in foreign markets."
The transaction, which was approved by each company's board of
directors, is currently expected to close by the end of calendar
year 2017, subject to approval by Associated Grocers' shareholders
and other customary closing conditions. Following completion of the
merger, Associated Grocers will be a wholly-owned subsidiary of
SUPERVALU.
Faegre Baker Daniels LLP and Cleary Gottlieb Steen &
Hamilton LLP acted as SUPERVALU's legal counsel. RBC Capital
Markets LLC acted as financial advisor to Associated Grocers of
Florida and Akerman LLP acted as Associated Grocers' legal
counsel.
Conference Call
A conference call to review SUPERVALU's second quarter results
is scheduled for 9:00 a.m. central time today. SUPERVALU intends to
discuss this announcement on that call. The call will be webcast
live at www.supervaluinvestors.com
(click on microphone icon). A replay of the call will be archived
at www.supervaluinvestors.com. To
access the website replay, go to the "Investors" link and click on
"Presentations and Webcasts."
About SUPERVALU INC.
SUPERVALU INC. is one of the largest grocery wholesalers
and retailers in the U.S. with annual sales of
approximately $16 billion. SUPERVALU serves
customers across the United States through a network of
3,337 stores composed of 3,120 wholesale primary stores
operated by customers serviced by SUPERVALU's food distribution
business and 217 traditional retail grocery stores operated under
five retail banners in six geographic regions (store counts as of
September 9, 2017). Headquartered in Minnesota, SUPERVALU
has approximately 31,000 employees. For more information
about SUPERVALU visit www.supervalu.com.
About Associated Grocers of Florida,
Inc.
Associated Grocers of Florida, Inc. is a retailer-owned
cooperative distributing full lines of groceries and general
merchandise under both national and store brands. Founded in 1945,
the wholesale distributor serves both independent retailers and
regional chains throughout Florida, Central America, South America
and Caribbean countries. Headquartered in Pompano Beach, FL,
Associated Grocers operates two distribution centers and has
approximately 650 employees. Associated Grocers owns approximately
1.5 million square feet of real estate.
Forward Looking
Statements
CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION
FOR THE PURPOSE OF "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995.
Except for the historical and factual information, the matters
set forth in this news release and SUPERVALU's earnings conference
call, particularly those pertaining to the expected completion of
the merger (including the timing thereof), the ability to
consummate the merger (including but not limited to the receipt of
all required regulatory approvals) and SUPERVALU's expectations,
guidance, or future operating results (including expected
synergies), and other statements identified by words such as
"estimates" "expects," "projects," "plans," "intends," "outlook"
and similar expressions are forward-looking statements within the
meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. These forward-looking statements are
subject to risks and uncertainties that may cause actual results to
differ materially, including the ability to satisfy the closing
conditions and close the proposed acquisition on a timely basis or
at all, the possibility that modifications to the terms of the
transaction may be required in order to obtain or satisfy all
required approvals, business disruption, ability to achieve
operational efficiencies, including synergistic and other benefits
of the proposed acquisition, ability to effectively retain key
employees and maintain and grow customer relationships, ability to
effectively manage organization and integration changes during the
pendency of or following the transaction, ability to achieve
expected financial results for the combined entity and other risk
factors relating to the business or industry as detailed from time
to time in SUPERVALU's reports filed with the SEC. You should not
place undue reliance on these forward-looking statements, which
speak only as of the date of this news release. For more
information, see the risk factors described in SUPERVALU'S Annual
Reports on Form 10-K, Quarterly Reports on Form 10-Q and other
filings with the SEC. Unless legally required, SUPERVALU undertakes
no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events
or otherwise.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20171018005682/en/
For SUPERVALU
Inquiries:Investors:Steve Bloomquist,
952-828-4144steve.j.bloomquist@supervalu.comorMedia:Jeff
Swanson, 952-903-1645jeffrey.s.swanson@supervalu.comorFor Associated Grocers
Inquiries:Media:Christopher Miller,
954-876-3232CMiller@agfla.com
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