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Wholesale Grocers C&S and SpartanNash to Combine Forces in Merger

Anticipated shift aims to boost synergy between merged entities, potentially reducing grocery costs for consumers

Grocers C&S Wholesale and SpartanNash Agree to Combine Operations
Grocers C&S Wholesale and SpartanNash Agree to Combine Operations

Wholesale Grocers C&S and SpartanNash to Combine Forces in Merger

C&S Wholesale Grocers Acquires SpartanNash for $1.77 Billion

In a significant move to expand its food distribution network and diversify capabilities, C&S Wholesale Grocers LLC has agreed to acquire SpartanNash for $1.77 billion. The deal, which is expected to close in late 2025, subject to certain conditions, aims to create a more efficient and competitive player in the grocery industry.

The combined company will operate nearly 60 distribution centers across the U.S., serving close to 10,000 independent retail locations and more than 200 corporate grocery stores. This expanded reach will enable the company to address industry challenges such as rising fixed costs and slow growth more effectively.

The acquisition represents a strategic goal for C&S to evolve beyond a traditional wholesaler role into a more diversified food distribution and retail company. By combining complementary distribution networks, the merged entity anticipates achieving operational efficiencies, improving purchasing power, and logistics coordination, leading to better cost management.

One of the key benefits of the merger is the anticipated lower grocery prices. By leveraging greater scale and efficiencies, the combined entity expects to pass savings on to customers, resulting in more competitive prices.

SpartanNash's existing corporate store portfolio, along with its strengthened wholesale business and recent strategic acquisitions, complements C&S’s wholesale legacy and broadens retail market penetration. The combined company will also prioritize providing access to fresh food, necessary prescription medications, and health services.

Wells Fargo has provided a debt financing commitment for the deal, and BofA Securities Inc. is serving as the exclusive financial advisor to SpartanNash. Solomon Partners is acting as the exclusive financial advisor to C&S, while Sullivan & Cromwell LLP is acting as legal advisor to the company.

C&S Wholesale Grocers, founded in 1918, supplies more than 7,500 independent supermarkets, chain stores, military bases, and institutions. The company also operates and supports corporate grocery stores and services independent franchisees under a chain-style model. The company is No. 18 on The PG 100, Progressive Grocer's 2025 list of the top food and consumables retailers in North America.

SpartanNash, No. 44 on The PG 100, operates two complementary business segments: food wholesale and grocery retail, with 20,000 associates. The transaction requires SpartanNash shareholder approval and applicable regulatory approvals.

In a related development, earlier this year, C&S revealed that it's part of a consortium of private investors acquiring Southeastern Grocers and its Winn-Dixie and Harveys Supermarket banners from ALDI U.S. Gibson, Dunn & Crutcher LLP is acting as legal advisor to C&S in connection with its debt financing. Cleary Gottlieb Steen & Hamilton LLP is serving as SpartanNash's legal advisor.

As part of the deal, C&S is relaunching its Best Yet private label, including a host of products in categories across the store. SpartanNash's quarterly cash dividend of 22 cents per common share will still be paid on June 30.

The purchase price for SpartanNash is $26.90 per share in cash, totaling $1.77 billion. The transaction represents a 52.5% premium over SpartanNash's closing price on June 20. The deal has been approved by the boards of directors of both companies.

This acquisition reflects C&S’s commitment to long-term sustainable success in a challenging market environment, positioning itself for growth and expansion in the grocery industry.

The acquisition of SpartanNash by C&S Wholesale Grocers, while aiming to create a more efficient player in the grocery industry, is anticipated to improve the private label offerings of the combined company through the re-launch of C&S's Best Yet private label. In addition, the merged entity expects to achieve better financial management through operational efficiencies, improved purchasing power, and logistics coordination.

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