May 02, 2022 GRAND RAPIDS, Mich.–(BUSINESS WIRE)–Food solutions company SpartanNash BB #:104892 today issued the following statement commenting on the press release issued by Macellum Advisors GP, LLC and Ancora Holdings Group, LLC.
The Investor Group’s press release issued today is full of false and misleading statements.
In particular, the Investor Group claims that Doug Hacker, our Chair of the Board, and Tony Sarsam, our CEO, did not respond to their outreach – this is an outright lie. In fact, we did respond, and here is what Mr. Hacker sent directly to Jonathan Duskin, CEO of Macellum, on April 29, 2022:
From: Douglas Hacker
Sent: Friday, April 29, 2022 4:46 PM
To: Jonathan Duskin
Cc: Tony Sarsam; Aaron Goldstein
Subject: Macellum – update call
Hi Jonathan,
Thank you for your note. The SpartanNash Board takes its fiduciary responsibilities very seriously. As we have stated publicly, we are open to hearing any ideas – from any source – that would be beneficial to our shareholders.
If you have had conversations with credible parties that would be interested in a transaction, we encourage you to have them reach out to us directly – as would be typical for the situation. I can assure you that the Board will act promptly and appropriately to assess the attractiveness and credibility of any such outreach.
If you have other pertinent details regarding these conversations, please let us know.
Best regards,
Doug
Although it is our policy not to comment on market rumors or speculation, we feel it is important to set the record straight. To be clear – since we began engaging with Macellum in 2021, SpartanNash has not received any offers to buy the Company, nor has it been approached directly by any strategic or financial buyer to acquire the Company.
The SpartanNash Board remains open-minded and receptive to constructive ideas, from any source, that will drive shareholder value, and the Board is not opposed to any credible value enhancing idea. In fact, the experience of the Board in past roles shows how we have overseen value creation at other companies through transactions when they were credible and appropriate.
Today’s press release from the Investor Group referencing leaks to the media and their previous claims to have received unsolicited communications from strategic buyers interested in a transaction, is just another part of their recycled playbook that they have attempted to use at apparel, discount and department store retailers.
Furthermore, the Investor Group’s sudden interest in aligning on a settlement appears to be more tactical than it is genuine given they did not respond to the email from our Chair of the Board before they issued their press release this morning. As we have previously noted, SpartanNash has attempted to reach a constructive resolution with Macellum on multiple occasions and our offers were rejected outright.
The SpartanNash Board is committed to acting in the best interests of all shareholders and we look forward to continuing to engage with our shareholders on all of these matters ahead of the Company’s upcoming Annual Meeting.
The statements included in this press release are made only as of the date hereof. The Company does not undertake to update any statements made in this press release to reflect events or circumstances after the date hereof or to reflect new information or the occurrence of unanticipated events, except as required by law.
Advisors
BofA Securities is serving as financial advisor to SpartanNash and Sidley Austin LLP is serving as legal advisor to SpartanNash.
About SpartanNash
SpartanNash (Nasdaq: SPTN) is a food solutions company that delivers the ingredients for a better life. As a distributor, wholesaler and retailer with a global supply chain network, SpartanNash customers span a diverse group of national accounts, independent and chain grocers, e-commerce retailers, U.S. military commissaries and exchanges, and the Company’s own brick-and-mortar grocery stores, pharmacies and fuel centers. SpartanNash distributes grocery and household goods, including fresh produce and its Our Family® portfolio of products, to locations in all 50 states, in addition to distributing to the District of Columbia, Europe, Cuba, Puerto Rico, Honduras, Iraq, Kuwait, Bahrain, Qatar, Djibouti, Korea and Japan. In addition, the Company owns and operates 145 supermarkets – primarily under the banners of Family Fare, Martin’s Super Markets and D&W Fresh Market – and shares its operational insights to drive innovative solutions for SpartanNash food retail customers. Committed to fostering a People First culture, the SpartanNash family of Associates is 17,500 strong and growing. For more information, visit spartannash.com.
May 02, 2022 GRAND RAPIDS, Mich.–(BUSINESS WIRE)–Food solutions company SpartanNash BB #:104892 today issued the following statement commenting on the press release issued by Macellum Advisors GP, LLC and Ancora Holdings Group, LLC.
The Investor Group’s press release issued today is full of false and misleading statements.
In particular, the Investor Group claims that Doug Hacker, our Chair of the Board, and Tony Sarsam, our CEO, did not respond to their outreach – this is an outright lie. In fact, we did respond, and here is what Mr. Hacker sent directly to Jonathan Duskin, CEO of Macellum, on April 29, 2022:
From: Douglas Hacker
Sent: Friday, April 29, 2022 4:46 PM
To: Jonathan Duskin
Cc: Tony Sarsam; Aaron Goldstein
Subject: Macellum – update call
Hi Jonathan,
Thank you for your note. The SpartanNash Board takes its fiduciary responsibilities very seriously. As we have stated publicly, we are open to hearing any ideas – from any source – that would be beneficial to our shareholders.
If you have had conversations with credible parties that would be interested in a transaction, we encourage you to have them reach out to us directly – as would be typical for the situation. I can assure you that the Board will act promptly and appropriately to assess the attractiveness and credibility of any such outreach.
If you have other pertinent details regarding these conversations, please let us know.
Best regards,
Doug
Although it is our policy not to comment on market rumors or speculation, we feel it is important to set the record straight. To be clear – since we began engaging with Macellum in 2021, SpartanNash has not received any offers to buy the Company, nor has it been approached directly by any strategic or financial buyer to acquire the Company.
The SpartanNash Board remains open-minded and receptive to constructive ideas, from any source, that will drive shareholder value, and the Board is not opposed to any credible value enhancing idea. In fact, the experience of the Board in past roles shows how we have overseen value creation at other companies through transactions when they were credible and appropriate.
Today’s press release from the Investor Group referencing leaks to the media and their previous claims to have received unsolicited communications from strategic buyers interested in a transaction, is just another part of their recycled playbook that they have attempted to use at apparel, discount and department store retailers.
Furthermore, the Investor Group’s sudden interest in aligning on a settlement appears to be more tactical than it is genuine given they did not respond to the email from our Chair of the Board before they issued their press release this morning. As we have previously noted, SpartanNash has attempted to reach a constructive resolution with Macellum on multiple occasions and our offers were rejected outright.
The SpartanNash Board is committed to acting in the best interests of all shareholders and we look forward to continuing to engage with our shareholders on all of these matters ahead of the Company’s upcoming Annual Meeting.
The statements included in this press release are made only as of the date hereof. The Company does not undertake to update any statements made in this press release to reflect events or circumstances after the date hereof or to reflect new information or the occurrence of unanticipated events, except as required by law.
Advisors
BofA Securities is serving as financial advisor to SpartanNash and Sidley Austin LLP is serving as legal advisor to SpartanNash.
About SpartanNash
SpartanNash (Nasdaq: SPTN) is a food solutions company that delivers the ingredients for a better life. As a distributor, wholesaler and retailer with a global supply chain network, SpartanNash customers span a diverse group of national accounts, independent and chain grocers, e-commerce retailers, U.S. military commissaries and exchanges, and the Company’s own brick-and-mortar grocery stores, pharmacies and fuel centers. SpartanNash distributes grocery and household goods, including fresh produce and its Our Family® portfolio of products, to locations in all 50 states, in addition to distributing to the District of Columbia, Europe, Cuba, Puerto Rico, Honduras, Iraq, Kuwait, Bahrain, Qatar, Djibouti, Korea and Japan. In addition, the Company owns and operates 145 supermarkets – primarily under the banners of Family Fare, Martin’s Super Markets and D&W Fresh Market – and shares its operational insights to drive innovative solutions for SpartanNash food retail customers. Committed to fostering a People First culture, the SpartanNash family of Associates is 17,500 strong and growing. For more information, visit spartannash.com.
