The Kroger Co. (NYSE: KR) announced on Tuesday that it has agreed to purchase the supermarket operator, Harris Teeter Supermarkets Inc. (NYSE: HTSI) in cash deal estimated at $2.5 billion or $49.38 a share.
The transaction assumes Harris Teeter’s outstanding debt of about $100 million.
For Kroger, this merger would allow it to expand its traction in the mid-Atlantic and Southeast regions.
The offer price of $49.38 a share implies a premium of 2% over Karris Teeter’s closing price on Monday.
Harris Teeter, which said in January that it was looking at some strategic alternatives, has 212 stores spread across North Carolina, Virginia, South Carolina, Maryland, Delaware, Georgia, Florida, District of Columbia and Tennessee. Besides, the company also has distribution centers for perishable items, frozen foods and grocery in North Carolina. In the fiscal 2012, the Company’s revenue stood at $4.5 billion.
Kroger said that it would finance the acquisition by debt, adding that Harris Teeter will continue to operate its store under its parent Company, Kroger.
The subsidiary will be managed by existing senior management of Harris Teeter, Kroger said.
Kroger anticipates that the merger will result in cost synergies of $40 million to $50 million in the course of next three to four years.
Commenting over the deal, Kroger’s Chairman and Chief Executive, David B. Dillon, said to analysts in a statement, “This is a financially and strategically compelling transaction and a unique opportunity for our shareholders and associates.”
“Harris Teeter is an exceptional company with a great brand, friendly and talented associates, and attractive store formats in vibrant markets run by a first-class management team,” added Dillon.
Thomas W. Dickson, the chairman and chief executive of Harris Teeter, said, in a statement, “Harris Teeter has a long track record of creating shareholder value, and this merger is the culmination of those efforts over many years.”
For Kroger, Bofa Merrill Lynch provided advice while Arnold & Porter was the legal adviser. For Harris Teeter, J.P. Morgan Securities served as advisor while McGuireWoods provided legal advice.
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