MINNEAPOLIS--(BUSINESS WIRE)--Apr. 30, 2009--
SUPERVALU INC. (NYSE:SVU) announced today the pricing of $1 billion in
aggregate principal amount of its 8.000% Senior Notes due 2016 (the
“Notes”). In response to market demand, the aggregate principal amount
of Notes was upsized from $500 million, which SUPERVALU announced its
intention to offer earlier today, to $1 billion. The Notes will be
senior unsecured obligations and will rank equally with all of
SUPERVALU’s other senior unsecured indebtedness.
SUPERVALU intends to use the net proceeds of the offering to fund all or
a portion of the purchase price of its 7.875% Notes due August 1, 2009
(the “SUPERVALU 2009 Notes”), the 6.95% Notes due August 1, 2009 (the
“Albertson’s 2009 Notes”) issued by its wholly owned subsidiary, New
Albertson’s, Inc. (“New Albertson’s”), and the 8.35% Senior Notes due
May 1, 2010 issued by New Albertson’s (the “Albertson’s 2010 Notes” and,
together with the SUPERVALU 2009 Notes and the Albertson’s 2009 Notes,
the “Target Notes”) that are tendered and accepted by SUPERVALU for
purchase in its offer to purchase for cash (the “Offer”) any and all
outstanding Target Notes, which SUPERVALU commenced and amended today,
including the payment of accrued interest and any applicable early
tender premium. Currently, $350 million aggregate principal amount of
the SUPERVALU 2009 Notes, $350 million aggregate principal amount of the
Albertson’s 2009 Notes and $275 million aggregate principal amount of
the Albertson’s 2010 Notes are outstanding. To the extent that there are
net proceeds remaining, or if the Offer is not consummated, SUPERVALU
intends to use the net proceeds for general corporate purposes,
including the repayment of debt, whether at maturity, through open
market purchases, privately negotiated transactions or otherwise. The
closing of the sale of the Notes is expected to occur on May 7, 2009,
and is subject to the satisfaction of customary closing conditions, but
is not conditioned upon the successful consummation of the Offer. The
Offer is conditioned upon, among other things, the successful issuance
of at least $500 million of senior notes of SUPERVALU, on terms and
conditions reasonably satisfactory to SUPERVALU, on or before 12:01
a.m., New York City time, on May 14, 2009.
Credit Suisse Securities (USA) LLC, Banc of America Securities LLC,
Citigroup Global Markets Inc. and RBS Securities Inc. are acting as
joint book-running managers for the offering of the Notes, with J.P.
Morgan Securities Inc., Morgan Stanley & Co. Incorporated, UBS
Securities LLC, U.S. Bancorp Investments, Inc. and The Williams Capital
Group, L.P. acting as co-managers. A registration statement relating to
the Notes has been filed with the Securities and Exchange Commission
(SEC) and has become effective. Copies of the prospectus for the
offering can be obtained, when available, from: Credit Suisse Securities
(USA) LLC at 1-800-221-1037; Banc of America Securities LLC at
1-800-294-1322; Citigroup Global Markets Inc. at 1-877-858-5407; and RBS
Securities Inc. at 1-866-884-2071.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any of the Notes nor shall there be any
sale of the Notes in any jurisdiction in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under
the securities laws of any such jurisdiction. The offering of the Notes
is being made only by means of the prospectus.
About SUPERVALU INC.
SUPERVALU INC. is one of the largest companies in the U.S. grocery
channel with estimated annual sales of $43 billion. SUPERVALU holds
leading market share positions across the United States with its
approximately 2,500 retail grocery locations, including nearly 900
in-store pharmacies. Through the company’s nationwide supply chain
network, SUPERVALU provides distribution and related logistics support
services to more than 2,500 independent retailers across the country.
SUPERVALU has approximately 180,000 employees.
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 contained herein, the
matters set forth in this news release, particularly those pertaining to
SUPERVALU’s expectations or future operating results, statements as to
the progress and expected benefits of the combination of the operations
of Albertson’s, Inc. that were acquired in June 2006 with those of
SUPERVALU, such as efficiencies, cost savings, synergies, market profile
and financial strength, and the competitive ability and position of the
combined company, and other statements identified by words such as
“estimates,” “expects,” “projects,” “plans,” 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 impact
of economic and industry conditions, competition, food and drug safety
issues, the integration of Albertsons operations, store expansion and
remodeling, liquidity, labor relations issues, escalating costs of
providing employee benefits, regulatory matters, self insurance, legal
and administrative proceedings, information technology, security, severe
weather, natural disasters and adverse climate changes and accounting
matters and other risk factors relating to our 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. 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.
Source: SUPERVALU INC.
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