AB Acquisition LLC and Safeway Inc. have completed their proposed merger. Under the terms of the merger agreement first announced and unanimously approved by Safeway’s Board of Directors in March 2014, AB Acquisition LLC, the owner of Albertson’s LLC and New Albertson’s, Inc. (collectively “Albertsons”), will acquire all outstanding shares of Safeway. AB Acquisition is controlled by an investor group led byCerberus Capital Management, L.P., which also includes Kimco Realty Corporation, Klaff Realty LP, Lubert-Adler Partners LP, and Schottenstein Stores Corporation.
Safeway shareholders will receive $34.92 per share in cash, consisting of (i) $32.50 in initial cash consideration, (ii) $2.412 in consideration relating to the previously announced sale of the assets of Safeway’s real-estate development subsidiary Property Development Centers, LLC (“PDC”) and (iii) $0.008 in consideration relating to a dividend of approximately $2 million(after deduction for taxes at an assumed rate) that Safeway received in December 2014 on its 49 percent interest in Mexico-based food and general merchandise retailer Casa Ley, S.A. de C.V.(“Casa Ley”). In addition, shareholders will receive contingent value rights entitling them to pro rata proceeds relating to deferred consideration from the sale of PDC and any proceeds from the sale of Safeway’s 49 percent interest in Casa Ley.
Both contingent value rights will be non-transferable and non-tradable. For tax reporting purposes, Safeway intends to report that the fair market values of the contingent value rights at the time of the merger for PDC and Casa Ley are $0.0488 and $1.0149, respectively, per share, based on third party valuations.
With respect to PDC, both the initial cash distribution ($2.412 per share) and the total estimated asset value including the CVR ($2.461 per share) have increased slightly over the estimated values set forth in Safeway’s December 23, 2014 press release announcing the sale of PDC. Those earlier estimates were $2.38 per share and $2.45 per share, respectively.
In addition, in April 2014, Safeway stockholders received a distribution of stock in Safeway’s former Blackhawk Network Holdings, Inc. subsidiary valued at approximately $4.02 per Safeway share at the time of the distribution.
As a result of the completion of the merger transaction, the common stock of Safeway will no longer be listed for trading on the New York Stock Exchange or any other securities exchange.Safeway will file a Certification on Form 15 with the U.S. Securities and Exchange Commissionunder the Securities Exchange Act of 1934, as amended, to suspendSafeway’s reporting obligations under Sections 13(a) and 15(d) of the Exchange Act.
Merger Closing Paves Way for Enhanced Shopping Experience
“We plan to be the favorite local supermarket in every community we serve,” said Safeway President and Chief Executive Officer Robert Edwards, who becomes President and CEO of the newly combined company, effective immediately. “We will do this by knowing, listening to, and delighting our customers; providing the right products at a compelling value; and delivering a superior shopping experience. We will also continue to be active members of our local communities.”
As previously announced, current Albertsons Chief Executive Officer Bob Miller will become Executive Chairman. “This is a transformative day for both Albertsons and Safeway. This merger creates a unified, strong organization that is dedicated to bringing a better shopping experience to more customers across the country,” commented Miller. “Our combined geographic footprint, vast range of brands and products, and service-oriented staff will enable us to meet evolving shopping preferences.”
The merger will create a diversified network that includes 2,230 stores, 27 distribution facilities and 19 manufacturing plants with over 250,000 employees across 34 states and the District of Columbia. The new company will be comprised of three regions and 14 retail divisions, supported by corporate offices in Boise, Idaho, Pleasanton, California, and Phoenix, Arizona. Banners will include Safeway, Vons, Pavilions, Randalls, Tom Thumb, Carrs, Albertsons, ACME, Jewel-Osco, Lucky, Shaw’s,Star Market, Super Saver, United Supermarkets, Market Street and Amigos. In December, the companies announced the sale of 168 stores to four separate buyers, as divestitures required in order to secure U.S. Federal Trade Commission approval of the transaction.
Innovative food discovery app Handpick today officially launched its iOS app and website in the U.S., as well as announced its Series A funding. The new app allows food lovers access to over 10 million socially shared food posts from Instagram, hundreds of unique food blogs, and top recipe sites. Handpick’s unique semantic technology also recommends ingredient pairings based on what users have on hand. Handpick’s 10 million socially shared food posts include dishes from 1.6 million content creators worldwide.
“We started Handpick to let users input what they already have in their kitchen and find dish ideas using those ingredients,” saidPayman Nejati, Handpick chief executive officer. “We’re curating the best dishes from Instagram and top food blogs, making it easy to discover how people around the world use your favorite ingredients.”
Cook Pigs LLC, a heritage pig ranch operation based in Julian, California announced that the company had named Lawrence (Larry) Johnson to be Chief Operating Officer.
Johnson brings a deep level of expertise as a founder and president of a specialty food products company and leader of the Food & Beverage Industry Practice of Stanton Associates LLC. Johnson is frequently quoted in the business press speaking on food industry issues. Previously he served as a Managing Director at Deloitte. Johnson is a graduate of Columbia University’s MBA program.
Johnson will be responsible for the growth and development of the Cook Pigs heritage pork brand, spearheading strategic sales and marketing efforts to expand distribution and providing oversight of ranching and production operations.
I am excited to be part of the Cook Pigs team, charged with broadening the distribution of this amazing product to a wider wholesale audience,” said Johnson. “I’ve always been fascinated by Spain’s jamón ibérico, how they raise their pigs in such a way as to create a truly premium quality product. I think there’s a big opportunity for Cook Pigs, whose animals are raised in the same Ibérico tradition.”
Cook Pigs currently is enjoyed mainly by customers in the San Diego area. Consumers can buy the farm-direct fresh pork at the Cook Family Butcher Shop located in the Kearny Mesa area or partake of the product at fine restaurants whose menus feature heritage pork from Cook Pigs. In addition, fine chefs and restaurants in the greater Los Angeles area, like Chef Matt Poley at Heirloom and Chef Walter Manzke at Republique, have discovered the unique value of the Cook Pigs meat product. Southern Californians can also find Cook Pigs heritage pork at Strand House in Manhattan Beach, Bouchon in Beverly Hills, Cooks County in Los Angeles, and McCall’s Butcher Shop in the Los Feliz area.
“It’s a unique and distinctive flavor, not like the pork you buy at the supermarket,” continued Johnson. “And it addresses the growing demand for food items that are free of hormones, antibiotics and other non-natural supplements. All of this makes for a truly superlative product, which will be offered under the premium brand that we are building.”
“Adding Larry to the team is an important element of our overall plan to take the company to the next level and establish the Cook Pigs brand as the best quality purveyor of fresh heritage pork,” reported Jeff Asher, CEO of Cook Pigs. “We’ve spent years perfecting our approach to heritage pig raising that results in amazing quality meat,” continued Asher,.”Now we are ready to offer the product to a broader audience of fine food service establishments and specialty retailers, and we know Larry is just the guy who can help us make that happen.”
After many months of diligent preparation, Emmi Roth USA announces its 77,000 square-foot specialty cheese plant in Platteville, Wisconsin has received FSSC 22000 Certification by the Global Food Safety Initiative.
FSSC 22000 is one of the most rigorous food safety standards issued and covers a facility’s entire supply chain. The certification integrates Good Manufacturing Practices, HACCP, as well as traceability and legal food safety requirements in an ISO 22000:2005 Quality Management System. Emmi Roth USA’s Monroe, Wisconsin, creamery received its FSSC 22000 certification in 2012, with the new specialty cheese plant in Platteville now following suit.
“We have always been and will continue to be committed to producing the highest quality and safest products for our customers,” said Tim Omer, Managing Director of Emmi Roth USA. “This new certification clearly demonstrates that commitment, and we are proud to be recognized as an industry leader in food safety.”
The new FSSC 22000 certification means the facility will comply with both ISO 22,000 and ISO/TS 22002-1. It is one of only a handful of cheese plants in the nation to achieve the highest standard of food safety recognized by the Global Food Safety Initiative.
thinkThin® is expanding its product line beyond bars with the introduction of thinkThin® Protein & Fiber Hot Oatmeal. Building on the momentum of last year’s launch of its Lean Protein and Fiber bars, the most successful bar extension in the brand’s history, thinkThin is embarking on its first national, new food category launch. With the rising demand for protein products, thinkThin is the first brand in the hot cereal category to offer a great combination of not only protein, but also the added benefit of high fiber with only 200 calories or less. The trifecta of protein, fiber and calories provides a solution for consumers looking for a perfectly-balanced breakfast at home or on-the-go.
“thinkThin Protein & Fiber Hot Oatmeal is an exciting and innovative addition to our product portfolio and demonstrates thinkThin’s commitment to deliver food that is as nutritious as it is delicious,” said Michele Kessler, CEO of thinkThin. “As a leader in the protein bar category, we have a solid understanding of the important role protein and fiber play in providing the perfect balance of energy and nutrition. We are excited to continue to fuel thinkThin’s growth with the launch of thinkThin Protein & Fiber Hot Oatmeal and break into additional on-trend categories.”
thinkThin Protein & Fiber Hot Oatmeal is made with a blend of wholesome grains including whole rolled oats, steel cut oats and quinoa. Consumers can purchase the new hot oatmeal in a multi-pack box of six packets or a convenient, portable single serving bowl. Each serving of thinkThin® Protein & Fiber Hot Oatmeal is packed with 10g of protein, 5g of fiber and is 200 calories or less. Consumers can choose from a range of four flavors from a scrumptious blend of real berries in Farmer’s Market Berry Crumble; a delicious fusion of flavors in Madagascar Vanilla, Almonds, Pecans; a hearty and nutritious mix in Original Sprouted Grains (box only); and a sweet, nutty option in Honey Peanut Butter (bowl only).
thinkThin Protein & Fiber Hot Oatmeal is available online and at select retailers and grocery stores now with nationwide availability beginning March 2015. Please visit www.thinkproducts.com for more information and to find the nearest thinkThin retailer using the store locator search option.
Geared towards bolstering businesses of all kinds through its in-depth education program, the 13th annual World Tea Expo (@worldteamedia – #WorldTeaExpo or #WTE15) takes place May 6 – 8, 2015 in Long Beach, Calif. at the Long Beach Convention Center. World Tea Expo is focused 100 percent on premium teas and related products. To register or for additional information, visit WorldTeaExpo.com.
This year’s agenda covers a wide variety of industry topics and tea retail strategies, including: the state of the tea industry, direct trade with tea producers, sustainability and the global tea system, product quality, false marketing/labeling, growing tea commercially in the United States, marketing of organic teas, increasing sales through the latest trends, the culinary world and tea, and tea and health, among other topics. In addition to the education program, the exposition floor features hundreds of new products and services, many of which cannot be found at any other trade show.
World Tea Expo attendees — top companies and professionals from more than 50 countries — will attend the event to discover “what’s next” in tea. Conference delegates represent: tea and coffee shops, grocery chains, private label brands, gourmet retailers, convenience stores, distributors, online businesses, restaurants and chefs, foodservice, hotels and distributors, as well as manufacturers and beverage developers, and others interested in building their business through tea.
Highlights of the Education Program at World Tea Expo
Global State of the Industry: A Review of the Top Tea Trends and Markets Around the World – Presenter Jonas Feliciano (@JonasF_EMI), a beverages industry analyst with Euromonitor International, will focus on the largest and fastest growing tea markets around the world. He’ll also provide insights on the top trends that are driving sales, using Euromonitor’s latest beverages data.
Emerging Hot Issues in Current US Tea Market: Speaker Youngmok Kim, Senior Research Scientist at Synergy Flavors, will uncover current issues related to health benefits, scientific research, product quality, false marketing/labeling, health claims and tea myths. Solutions/answers will be provided based on scientific facts, data and literature.
Direct Trade – Building Relationships with Tea Producers: Elyse Petersen (@peaceelyse), founder of Tealet, will discuss how retailers can now develop relationships with tea producers, providing more transparency of sourcing to their customers. During the session, lessons will be learned from the infrastructure developed in the coffee industry. Terms and standards for direct trade will also be defined in this presentation, as well as how retailers can move forward with direct trade practices.
Promoting Sustainability and Climate Mitigation in the Global Tea System: Selena Ahmed, Assistant Professor of Sustainable Food Systems, Montana State University, is scheduled to present on the impact of climate change on tea quality, and how tea industry agents can mitigate this risk. Ahmed will explore these topics from a sustainability framework and a guided tea tasting. Tangible business practices will also be recommended that can be adopted towards enhanced sustainability of the global tea system.
Growing Tea Commercially in the USA: Nigel Melican (@teacraftecm), CEO of Teacraft LTD, says there’s a trending interest in tea growing in the United States, but there’s sparse information on how to set up a tea growing business. Melican’s session will look at how tea growing in the United States is different than other countries, profitability, where to start, and the limitations
Tea Moves Back into the Bar & Back to the Kitchen: Suzy Badaracco, president of Culinary Tides, Inc., will discuss culinary cocktails and non-alcoholic drinks, and how everything from tea, bacon, herbs, fruits and vegetables are the “rock stars” at the bar. The session will also look at how tea has been making its way into food, showing up as a seasoning in desserts, entrées and side dishes. The presentation will explore the forces behind the movement of tea into beverages and into the kitchen.
The Big Chill in Premium Tea: Maria Uspenski (@uspenski), CEO of The Tea Spot, says many upscale restaurants and cafes now prepare their iced teas using the cold brew method. Foodservice professionals have touted the ease and flexibility of the process, as well as the finesse of the resulting flavor. In addition, research studies have hyped the chemical benefits to cold brewing certain teas. Uspenski’s session will provide a comprehensive introduction and overview to cold brew tea and how it can play into foodservice offerings.
Increasing Your Sales With the New Matcha Madness Trend: Presenter Rona Tison, Senior Vice President, Corporate Relations, ITO EN (North America) INC., says matcha is the new culinary trend of 2015. In her session, attendees will learn how to maximize sales with the revered ceremonial green tea that’s making its way into the American mainstream market. Attendees will learn the expansive world of this growing tea trend, and how to integrate matcha into a business through culinary diplomacy.
Production, Demand and Marketing of Organic Teas: Nikhil Ghosh Hajra, Director / CEO / Technical Adviser, Tea Board of India / Organic Tea & Agri-Horticultural Consulting, will review the development of organic tea, cultivation practices, current global trends of production and the global market.
Selling Tea For Health: The Power of Talking About Tea and Health: Babette Donaldson, author of The Everything Healthy Tea Book, notes that many speak freely about the health benefits of tea, yet the FDA limits merchants from using this powerful message. So what can be said? How can one (legally) tap into this conversation and build business on current scientific research and ancient healing wisdom? Donaldson will present an overview and discuss ways to navigate government controls, while participating in meaningful conversations with customers about the many healthful benefits of tea.
Mitsuwa Marketplace is celebrating its one year anniversary of the Shoku-Iku cooking class on February 1. Since February 2014, Mitsuwa has successfully held 11 free Shoku-Iku classes on the first Sunday of each month, with over 200 families gathered together to make different Japanese-inspired dishes. Mitsuwa Marketplace is hoping to promote healthier lifestyles in the young generation through the cooking classes.
“Shoku-Iku” is a Japanese term, but its meaning of promoting healthier living through food is applicable across all cultures. It came to Mitsuwa’s attention that the term “Shoku-Iku” is important for most modern families to learn and practice. It’s not easy to get kids to eat healthy, well-rounded meals. However, one way to get them interested in good food is to teach them how to make it themselves through hands-on cooking.
All Shoku-Iku recipes are healthy, creative yet simple enough so that kids can make their own dishes in 10-15 minutes. Shoku-Iku cooking classes are not to train the next chefs, but to foster a lifelong notion of a healthier lifestyle and the importance of family ties.
Not only are children learning how to make different kinds of food, they are also learning about the importance of healthy eating habits while spending time together as a family. Masami, the cooking class instructor and mother of two teenage boys, said, “I also enjoy that as my kids get older, we are able to spend time together in the kitchen. Not too many moms know but cooking doesn’t have to be just a mother’s job. If she can engage her kids, it can be bonding time when the family can prepare dishes together.”
The next cooking class, February 1 (Sunday), will mark the one year anniversary of Mitsuwa Marketplace’s Shoku-Iku cooking class.
KeHE Distributors has entered into a second partnership with the Minneapolis-based Independent Natural Food Retailers Association (INFRA) to service participating members in the Midwest region of the United States.
This strategic alliance will enable participating INFRA members in the Midwest region to improve their purchasing position in the market and have a platform that is flexible enough to support innovation.
“We are extremely proud of the results from our (initial) relationship in the Northeast region. The addition of the Midwest region to our strategic partnership will further our ability to provide exceptional distribution options and to support the success of natural food stores,” says KeHE Chief Commercial Officer, Mike Leone.
The mutually beneficial program launched last week, and is designed to drive further growth and development of both independent natural food stores and the INFRA organization itself.
KeHE plans to continue rolling out innovative distribution options to support the success and sustainability of independent natural food retailers and to leverage its unique leadership position in the industry to provide new programs and services that will grow the sales in these retailers.
Flowers Foods, Inc., the second-largest producer and marketer of packaged bakery foods in the United States, today announced two executive transitions in the company’s manufacturing leadership, effective immediately:
“During his 47-year career with Flowers Foods, Mike has been instrumental in creating a network of bakeries that—while maintaining high standards of baking and quality—are some of the most efficient in the country,” commented Allen L. Shiver, Flowers Foods’ President and Chief Executive Officer. “Now, he passes the baton to Robert, who has more than 30 years of experience in bakery manufacturing and construction.”
Beaty began his career at Flowers in 1968 and worked in manufacturing at a number of bakeries before joining the manufacturing team at corporate headquarters in Thomasville. He was named Senior Vice President of Bakery Operations in 1994, Senior Vice President of Supply Chain in 2002, and Executive Vice President of Supply Chain in 2008.
As Senior Vice President and Chief Manufacturing Officer, Benton oversees all production facilities and associated capital expenditures, leading the company’s manufacturing and engineering teams. Benton is responsible for major capital projects, including new bakery start-ups and expansions, which are an area of focus for Flowers Foods. He also oversees regulatory/quality assurance and safety/environmental affairs.
Benton joined Flowers in 1980 and has held a number of local, regional, and corporate manufacturing roles for the company. In 2011, Benton was promoted to Senior Vice President of Manufacturing and Operations Support. He has also served in leadership roles with a number of industry groups, including the American Institute of Baking, Baking Equipment Manufacturers and Allied, and the American Society of Baking, where he served as chairman from 2008-2009.
Blendtec, a leading manufacturer of commercial-grade blending equipment, recognizes one of its own, Bill Markham, who today received the Utah Business Magazine’s Sales and Marketing Executives of the Year award. This prestigious award recognizes members and leaders of sales teams who not only succeed individually, but who also help propel their companies to excellence.
With more than 20 years of experience in retail sales, Bill Markham, Vice President of Worldwide Retail Sales, brought to Blendtec more than just an understanding of sales techniques. He brought a vision and leadership that have been instrumental in the amount of growth Blendtec has experienced. In his first 15 months at Blendtec, “he has played a key role in doubling Blendtec’s sales revenue and has projected those same figures for 2015,” says Craig Taylor, Blendtec CEO.
Markham has a seasoned career in worldwide sales and is currently working to expand Blendtec’s innovative products into global markets. He is known by his peers to be a visionary leader who constantly pushes his team to reach new heights. “He is a team player and a great coach to those of us who don’t have a great deal of retail experience,” says Harvey Scott, Vice President, International Development. “He’s an educator by nature, and I think this plays very well into his ability to sell on value.”
Blendtec’s aggressive road map, quarterbacked by Markham’s sales and marketing leadership, is fueled by raising awareness of the benefits of high-speed blenders, including making healthier foods like whole food smoothies and replacing appliances like coffee grinders, juicers and food processors for one-machine simplicity. Blendtec engineers and culinary specialists constantly focus on the next big innovation. New products are in development and will continue Blendtec’s tradition of revolutionizing the commercial-grade kitchen appliance industry.