BI-LO Holding Enters Into Definitive Agreement With Delhaize Group to Acquire Sweetbay, Harveys and Reid’s

BI-LO Holding Enters Into Definitive Agreement With Delhaize Group to Acquire Sweetbay, Harveys and Reid’s

JACKSONVILLE, Fla., May 28, 2013 – Bi-Lo Holdings, LLC (“Bi-Lo Holdings”), parent company of the BI-LO and Winn-Dixie grocery store chains, today announced that it has entered into a definitive agreement with Delhaize Group (Euronext Brussels: DELB – NYSE: DEG) (“Delhaize”) via Bi-Lo Holdings’ wholly owned subsidiary, BI-LO, LLC, under which Bi-Lo Holdings will acquire substantially all of the stores in the Sweetbay, Harveys and Reid’s supermarket chains from Delhaize for $265 million in cash.

Subject to regulatory review and approval, Bi-Lo Holdings will acquire 72 Sweetbay stores, plus leases for 10 prior Sweetbay locations, 72 Harveys stores and 11 Reid’s stores, totaling 165 stores with approximately 10,000 employees throughout the southeastern United States.

“We are pleased to announce this transaction, which will build on the strength of our BI-LO and Winn-Dixie stores and allow us to extend our great products at great value to a broader customer base,” said Randall Onstead, president and CEO of Bi-Lo Holdings. “Sweetbay, Harveys and Reid’s are well-recognized and trusted businesses that share our passion for exceptional service. We look forward to welcoming the outstanding associates of all three chains to the BI-LO Winn-Dixie family.”

The transaction is anticipated to close in the fourth quarter of 2013 and is subject to the satisfaction of customary closing conditions, including expiration of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. Until the transaction is complete, Sweetbay, Harveys and Reid’s will continue to operate independently from Bi-Lo Holdings and its subsidiaries.

Credit Suisse, The Food Partners and Alvarez & Marsal Transaction Advisory Group are acting as financial advisors, and Gibson, Dunn & Crutcher LLP is acting as legal advisor to Bi-Lo Holdings.

About Bi-Lo Holdings
Bi-Lo Holdings, LLC, the parent company of BI-LO and Winn-Dixie grocery stores, is the ninth-largest traditional supermarket chain in the United States. The company employs nearly 60,000 associates who serve customers in 686 grocery stores and 482 in-store pharmacies throughout the eight southeastern states of Alabama, Florida, Georgia, Louisiana, Mississippi, North Carolina, South Carolina and Tennessee. BI-LO and Winn-Dixie are well-known and well-respected regional brands with deep heritages, strong neighborhood ties, proud histories of giving back, talented and loyal associates, and strong commitments to providing the best possible quality and value to customers. For more information, please visit and

Forward-Looking Statements
This press release includes forward-looking statements about future events, which involve risks and uncertainties. Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “project,” “will,” “could,” “may,” “plan,” “potential,” “likely,” “goal,” “target,” “objective,” “outlook,” “seek” and similar expressions identify forward-looking statements, which generally are not historical in nature. Important assumptions relating to these forward-looking statements include, among others, assumptions regarding:

• the timing of the closing of the Sweetbay, Harveys and Reid’s transaction;
• our ability to realize the benefits of integrating the Sweetbay, Harveys and Reid’s transaction;
• adverse economic conditions and the impact on consumer demand and spending and our pricing strategy;
• pricing, market strategies, the expansion and other activities of competitors, and our ability to respond to the promotional practices of competitors;
• our ability to effectively increase or maintain our profit margins;
• our ability to execute our core strategic initiatives;
• supply problems;
• changes in, or the failure or inability to comply with, laws and governmental regulations applicable to the operation of our pharmacy and other businesses;
• risks of liability under environmental laws and regulations;
• the adequacy of our insurance coverage against claims of our consumers in connection with our pharmacy services;
• our ability to maintain our existing insurance coverage and accurately estimate self-insurance reserves;
• litigation claims or legal proceedings against us;
• events that give rise to food and drug safety concerns or product liability claims, product recalls, or any adverse publicity relating to these types of concerns, whether or not valid;
• our ability to attract, train and retain qualified key personnel;
• the adequacy of our information technology systems; and
• our exposure to the local economy and other adverse conditions due to our geographic concentration.

Forward-looking statements reflect our current expectations, based on currently available information, and are not guarantees of performance. Although we believe that the expectations reflected in such forward-looking statements are based on reasonable assumptions, these expectations could prove inaccurate as such statements involve risks and uncertainties, many of which are beyond our ability to control or predict. Should one or more of these risks or uncertainties, or other risks or uncertainties not currently known to us or that we currently deem to be immaterial, materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. For these reasons, we caution you against relying on forward-looking statements, which speak only as of the date on which they are made. Except as may be required by applicable law, we undertake no obligation to update any forward-looking statements to reflect events or circumstances after the date on which they are made or to reflect the occurrence of unanticipated events.

Todd Lynch
St. John & Partners
(904) 596-2027

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