Nash Finch Company (Nasdaq: NAFC), a leading national food distributor,
announced today that it has entered into an agreement to acquire certain
assets from GSC Enterprises, Inc., a food distributor headquartered in
Sulphur Springs, Texas. Per the terms of the agreement, Nash Finch
Company will operate three distribution centers, located in Pensacola,
Fla., Junction City, Kan., and San Antonio, Texas respectively, each of
which services military commissaries and exchanges. Under the terms of
the agreement, Nash Finch will pay an estimated $80 million to GSC
Enterprises in this all-cash transaction. Excluding first-year
acquisition-related costs, Nash Finch expects the transaction to be
immediately accretive to earnings.
"This acquisition extends our commitment to serving the U.S. military
and will bolster our ability to serve our existing customers and attract
new customers in the southern and Midwest regions of the United States
by utilizing GSC’s successful supply network,” said Alec Covington,
president and CEO of Nash Finch. "We are excited about the prospect of
adding these facilities and welcoming to our company the many highly
respected associates currently employed by these GSC facilities.”
Based on trailing 12-month financial information provided by GSC, for
the period ending October 2008, the revenue contribution to GSC from
these three facilities was approximately $740 million. The transaction
is expected to close in the first quarter of 2009, subject to regulatory
approval and customary closing conditions.
Michael K. McKenzie, chairman of GSC Enterprises, Inc., said, "We
believe that this transaction will benefit U.S. military commissaries
and exchanges being served by Nash Finch and GSC by establishing a much
broader and more efficient logistics network. While GSC has previously
been committed to the military business, this transaction will allow us
to more fully concentrate on growing and expanding both our convenience
store and financial services segments.”
About GSC Enterprises, Inc.
GSC Enterprises, Inc. is one of the largest wholesale convenience store
distributors in America, serving more than 4,500 independently-owned
convenience stores, supermarkets, wholesale houses, discount centers and
other retailers. GSC also has a financial services division located in
Sulphur Springs, Texas that provides money orders, in-person bill pay
and other financial services throughout twenty seven states. GSC is
headquartered in Sulphur Springs, Texas, with its convenience store
distribution center also located in Sulphur Springs. The convenience
store distribution center of GSC carries over 12,000 items available in
case or single packs, including dairy, meat, deli, and a complete line
of store supplies.
About Nash Finch Company
Nash Finch Company ("the Company”) is a Fortune 1000 company and one of
the leading food distribution companies in the United States. Nash
Finch's core business, food distribution, serves independent retailers
and military commissaries in 31 states, the District of Columbia,
Europe, Cuba, Puerto Rico, the Azores and Egypt. The Company also owns
and operates a base of retail stores, primarily supermarkets under the,
Econofoods®, Family Thrift Center® AVANZA®, Sun Mart®, and Family Fresh
Market® trade names. Further information is available on the Company's
website, www.nashfinch.com.
Investor Call
A conference call to discuss the acquisition is scheduled for 1 p.m.
(CT) on December 18, 2008. Interested participants can listen to the
conference call over the Internet by logging onto the "Investor
Relations" portion of Nash Finch's website at http://www.nashfinch.com.
A replay of the web cast will be available and the transcript of the
call will be archived on the "Investor Relations" portion of Nash
Finch's website under the heading "Audio Archives." A copy of this press
release will be available at the time of the call on the "Investor
Relations" portion of the Nash Finch website under the caption "Press
Releases."
Forward Looking Statements
This release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934, as amended. Such statements
relate to trends and events that may affect our future financial
position and operating results. Any statement contained in this release
that is not statements of historical fact may be deemed forward-looking
statements. For example, words such as "may," "will," "should,"
"likely," "expect," "anticipate," "estimate," "believe," "intend, "
"potential" or "plan," or comparable terminology, are intended to
identify forward-looking statements. Such statements are based upon
current expectations, estimates and assumptions, and entail various
risks and uncertainties that could cause actual results to differ
materially from those expressed in such forward-looking statements. The
Company cannot guarantee that the acquisition will close or that the
Company will realize anticipated operational efficiencies following the
acquisition. The current state of the credit markets may increase the
cost of financing the transaction. Important factors known to us that
could cause or contribute to material differences include, but are not
limited to the following:
-
the effect of competition on our distribution, military and retail
businesses;
-
general sensitivity to economic conditions, including volatility in
energy prices, food commodities and changes in market interest rates;
-
our ability to identify and execute plans to expand our food
distribution, military and retail operations;
-
possible changes in the military commissary system, including those
stemming from the redeployment of forces, congressional action and
funding levels;
-
our ability to identify and execute plans to improve the competitive
position of our retail operations;
-
the success or failure of strategic plans, new business ventures or
initiatives;
-
changes in consumer buying and spending patterns;
-
risks entailed by future acquisitions, including the ability to
successfully integrate acquired operations and retain the customers of
those operations;
-
changes in credit risk from financial accommodations extended to new
or existing customers;
-
significant changes in the nature of vendor promotional programs and
the allocation of funds among the programs;
-
limitations on financial and operating flexibility due to debt levels
and debt instrument covenants;
-
legal, governmental, legislative or administrative proceedings,
disputes, or actions that result in adverse outcomes, such as adverse
determinations or developments with respect to the litigation or
Securities and Exchange Commission ("SEC") inquiry discussed in Part
I, Item 3 of our Annual Report on Form 10-K for the fiscal year ended
December 29, 2007 and Form 10-Q filed with the SEC;
-
technology failures that may have a material adverse effect on our
business;
-
severe weather and natural disasters that may impact our supply chain;
-
changes in health care, pension and wage costs and labor relations
issues;
-
threats or potential threats to security or food safety; and
-
unanticipated problems with product procurement.
A more detailed discussion of many of these factors, as well as other
factors, that could affect the Company’s results is contained in the
Company’s periodic reports filed with the SEC, including Part I, Item
1A, "Risk Factors," of our Annual Report on Form 10-K for the fiscal
year ended December 29, 2007. You should carefully consider each of
these factors and all of the other information in this report. We
believe that all forward-looking statements are based upon reasonable
assumptions when made. However, we caution that it is impossible to
predict actual results or outcomes and that accordingly you should not
place undue reliance on these statements. Forward-looking statements
speak only as of the date when made and we undertake no obligation to
revise or update these statements in light of subsequent events or
developments. Actual results and outcomes may differ materially from
anticipated results or outcomes discussed in forward-looking statements.
You are advised, however, to consult any future disclosures we make on
related subjects in future reports to the SEC.