BofA Merrill, J.P. Morgan Advise Kroger, Harris Teeter Merger
The Kroger Co. and Harris Teeter Supermarkets announced a definitive merger agreement under which Kroger will purchase all outstanding shares of Harris Teeter for $49.38 per share in cash.
BofA Merrill Lynch is acting as exclusive financial advisor to Kroger and Arnold & Porter is acting as legal advisor to Kroger. J.P. Morgan Securities is acting as exclusive financial advisor to Harris Teeter and provided a fairness opinion to its board of directors. McGuireWoods is acting as legal advisor to Harris Teeter.
The transaction price represents a premium of 33.7% to the Harris Teeter closing share price on January 18, 2013, the day of the first media report that Harris Teeter was evaluating strategic alternatives. The terms of the agreement were approved by the boards of directors of both companies.
“We are excited to welcome Harris Teeter to the Kroger family,” said David B. Dillon, Kroger’s chairman and chief executive officer. “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. They share our customer-centric approach to everything we do – from store format and merchandising to innovative loyalty programs. This is a financially and strategically compelling transaction and a unique opportunity for our shareholders and associates. We look forward to bringing together the best of Kroger and Harris Teeter while continuing to operate and grow the Harris Teeter brands. Together, we can continue to deepen our connections with customers across all of our markets.”
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