Roundy’s, Inc. (“Roundy’s”) (NYSE: RNDY), a leading grocer in the Midwest, today announced the company has signed a definitive agreement to acquire 11 Dominick’s stores from Safeway Inc. (“Safeway”) (NYSE: SWY) in a $36 million cash and lease assumption transaction. The stores will be converted to the Mariano’s banner, Roundy’s growth banner, in the Chicago metropolitan area.
“This acquisition is transformational in terms of Mariano’s expansion plans in the Chicago metropolitan area, allowing us to open 11 additional stores in 2014 in prime locations with great market demographics,” said Robert Mariano, chairman, president and chief executive officer of Roundy’s. “These key locations will seamlessly integrate into and complement our existing base of 13 Mariano’s locations as well as our 5 additional 2014 Mariano’s locations now under construction.”
The company expects to close the transaction in the second half of December, 2013. There will be a transition period of approximately one to two months during which Roundy’s will take possession of the stores and convert them to their Mariano’s banner.
Roundy’s plans to fund the acquisition through a debt financing transaction, the proceeds of which will also be used to reduce the company’s debt under its first lien credit facility. The company will also amend its first lien credit agreement to increase financial flexibility by relaxing certain covenants. The financing transaction is expected to close concurrently with the closing of the acquisition.
With the near doubling of the Mariano’s store base following this acquisition and the strong continued growth prospects that exist for the Mariano’s banner, Roundy’s has determined that allocating additional capital to its attractive growth opportunities is the best use of cash from a long-term shareholder return perspective. As a result, Roundy’s will suspend its quarterly dividend so that it can use that cash to grow the Mariano’s business.
Credit Suisse acted as financial advisor and Kirkland & Ellis LLP served as legal advisor to Roundy’s in connection with the transaction.