Our Terms & Conditions | Our Privacy Policy
C&S Wholesale Grocers has withdrawn and then refiled certain documents related to its planned acquisition of SpartanNash in order to give antitrust officials more time to consider the merger.
In a filing with the Securities & Exchange Commission, SpartanNash said C&S withdrew its Hart-Scott-Rodino Act Notification and Report Form on Monday and resubmitted it on Tuesday. The refiling launched another 30-day waiting period before the merger can be finalized.
Withdrawing and refiling pre-merger notifications is “standard procedure” and gives the Federal Trade Commission “additional time for antitrust review of certain transactions,” SpartanNash said in the SEC filing.
The company said it still expects the acquisition to be completed later this year, subject to shareholder and regulatory approvals. SpartanNash has scheduled a special meeting of shareholders to vote on the merger for Sept. 9. SpartanNash’s board of directors has unanimously approved the merger and recommended that shareholders vote in favor of it.
C&S and SpartanNash initially appeared to have few antitrust concerns
When they announced their agreement to merge in June, C&S and SpartanNash said their operations were complementary, signaling that they had little of the overlap that often requires companies to divest some holdings to satisfy antitrust concerns.
The two companies both have widespread wholesale distribution operations, although they appear to operate largely in distinct markets. SpartanNash has distribution facilities in 14 states, primarily concentrated in the Midwest, and C&S has facilities in 15 states, mostly in the Northeast, Southeast, and West Coast areas.
SpartanNash also operates retail grocery stores in 10 states: Indiana, Iowa, Kentucky, Michigan, Minnesota, Nebraska, North Dakota, Ohio, South Dakota, and Wisconsin. C&S, meanwhile, has limited retail operations, although it does license the Piggly Wiggly supermarket banner to operators in several states where SpartanNash owns stores, including Wisconsin, Indiana, Ohio, and Kentucky.
If the merger cannot be completed for antitrust reasons, C&S would owe SpartanNash an antitrust termination fee of $55 million, according to SEC filings. Conversely, if SpartanNash elects to terminate the merger agreement for any reason, it would owe C&S a termination fee of $35.4 million.
As previously reported, C&S had first approached SpartanNash about acquiring a single warehouse in North Carolina, but subsequently made an offer to acquire the whole company for about $1.77 billion.
The merger agreement followed the failed merger of Kroger and Albertsons, in which C&S was scheduled to play a major role by acquiring 579 stores and certain related support infrastructure across several markets to satisfy antitrust concerns. In rejecting that merger agreement, some state antitrust officials cited the challenges C&S would face in operating the disparate network of stores.
Images are for reference only.Images and contents gathered automatic from google or 3rd party sources.All rights on the images and contents are with their legal original owners.
Aggregated From –
Comments are closed.