SUPERVALU INC. Stockholders Approve Merger with United Natural Foods, Inc.
October 18 2018 - 04:03PM
Business Wire
SUPERVALU INC. (NYSE: SVU) (“SUPERVALU”) announced that at a
special meeting of stockholders held today, stockholders of
SUPERVALU approved the proposed acquisition of SUPERVALU by United
Natural Foods, Inc. (NASDAQ: UNFI) (“UNFI”).
At the special meeting, approximately 80.82% of the shares of
SUPERVALU common stock outstanding and entitled to vote adopted the
previously announced merger agreement among SUPERVALU, UNFI,
SUPERVALU Enterprises, Inc. and Jedi Merger Sub, Inc., a direct,
wholly owned subsidiary of UNFI. These shares represent
approximately 97.56% of the shares voted at the special
meeting.
The transaction remains subject to customary closing conditions.
SUPERVALU expects the transaction to close on October 22, 2018.
About SUPERVALU
SUPERVALU INC. is one of the largest grocery wholesalers and
retailers in the United States with annual sales of approximately
$15 billion. SUPERVALU serves customers across the United States
through a network of 3,606 stores composed of 3,495 wholesale
primary stores operated by customers serviced by SUPERVALU’s food
distribution business and 111 traditional retail grocery stores in
continuing operations operated under three retail banners in three
geographic regions (store counts as of June 16, 2018).
Headquartered in Minnesota, SUPERVALU has approximately 23,000
employees (in continuing operations). For more information about
SUPERVALU visit www.supervalu.com.
SUPERVALU Forward-Looking Statements
This press release contains, and certain statements made by
representatives of SUPERVALU, and its affiliates, from time to time
may contain, “forward-looking statements” within the meaning of the
“safe harbor” provisions of the Private Securities Litigation
Reform Act of 1995. SUPERVALU’s actual results may differ from its
expectations, estimates and projections and consequently, you
should not rely on these forward-looking statements as predictions
of future events. Words such as “expect,” “estimate,” “project,”
“budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,”
“will,” “could,” “should,” “believes,” “predicts,” “potential,”
“might” and “continues,” and similar expressions are intended to
identify such forward-looking statements. These forward-looking
statements include, without limitation, SUPERVALU’s expectations
with respect to future performance and anticipated financial
impacts of the business combination, the satisfaction of the
closing conditions to the business combination and the timing of
the completion of the business combination. These forward-looking
statements involve significant risks and uncertainties that could
cause actual results to differ materially from expected results.
Most of these factors are outside SUPERVALU’s control and are
difficult to predict. Factors that may cause such differences
include, but are not limited to: (1) the occurrence of any event,
change or other circumstances that could give rise to the
termination of the merger agreement relating to the proposed
business combination; (2) the outcome of any legal proceedings that
may be instituted against SUPERVALU following the announcement of
the merger agreement and the transactions contemplated therein; (3)
the inability to complete the business combination, including due
to failure of conditions to closing in the merger agreement; (4)
risks related to the financing of the transaction; (5) the risk
that the business combination disrupts current plans and operations
as a result of the announcement and consummation of the business
combination; (6) the ability to recognize the anticipated benefits
of the business combination, which may be affected by, among other
things, competition, the ability of the combined company to grow
and manage growth profitably and retain its key employees; (7)
costs related to the business combination; (8) risks related to the
disruption of the transaction to SUPERVALU and its management; (9)
the effect of announcement of the transaction on SUPERVALU’s
ability to retain and hire key personnel and maintain relationships
with customers, suppliers and other third parties; and (10) other
risks and uncertainties identified in SUPERVALU’s filings with the
Securities and Exchange Commission (“SEC”). More information about
other potential factors that could affect SUPERVALU’s business and
financial results is included under the captions “Risk Factors” and
“Management’s Discussion and Analysis of Financial Condition and
Results of Operations” in SUPERVALU’s Report on Form 10-K for the
fiscal year ended February 24, 2018, as amended, and any updates to
those risk factors set forth in SUPERVALU’s Quarterly Reports on
Form 10-Q, Current Reports on Form 8-K and other filings, which
have been filed with the SEC and are available on the SEC’s website
at www.sec.gov. The foregoing list of factors is not exclusive.
SUPERVALU cautions readers not to place undue reliance upon any
forward-looking statements, which speak only as of the date made.
SUPERVALU does not undertake or accept any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements to reflect any change in its
expectations or any change in events, conditions or circumstances
on which any such statement is based, other than as required by
applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20181018005890/en/
SUPERVALU INC.Investor Contact:Steve Bloomquist,
952-828-4144Vice President, Investor Relationssteve.j.bloomquist@supervalu.comorMedia
Contact:Jeff Swanson, 952-903-1645Vice President,
Communicationsjeffrey.s.swanson@supervalu.com
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