US BEAUTY MARKET EXPECTED TO GROW TO $90 BILLION IN 2020, AND ACCELERATED ANALYTICS COSMETICS BRANDS ARE IN THE NEWS!

Today’s $80 billion US beauty market will continue to grow according to a report by Euromonitor International. This growth rate will mean the beauty market will grow by 45% in 10 years. In 2015, the premium beauty category grew 7%, with premium foundation sales increasing 14.2%, compared to just 3% the prior year. Consumers have been shifting to premium products, looking for high quality products. Many luxury beauty brands who use Accelerated Analytics POS reporting to optimize inventory levels, track promotions and drive sales are in the news with big headlines this week, such as Parlux Fragrances, Shiseido, Inter Parfums, Estee Lauder, Elizabeth Arden, Coty and L’Oreal. Click Here to learn more about our solutions for beauty brands.

NEW HOME CONSTRUCTION DROPS AGAIN WITH SLOW START IN 2016 – WILL HOME DEPOT EARNINGS BE AFFECTED?

Showing the lowest rate since October, new housing starts fell 3.8% in January from a month earlier. U.S. home builders are reporting a positive outlook as spring approaches, citing solid fundamentals for housing demand, such as job gains and low mortgage rates. Demand for housing has been strong over the past year but growth has been slow, with housing starts just 1.8% higher than January 2015.

Home builders are reporting shortages of land and labor, leading to project delays and higher construction prices, which lowers demand for new homes. However, new home sales in December were up 9.9% from a year earlier. “The weak showing in construction activity is broadly consistent with the recent souring in home builders’ sentiment, and when combined with the downdrift in permit approvals it suggests some slowdown in the months ahead,” said Millan Mulraine, economist at TD Securities USA, in a note to clients.

The Home Depot performed very well in 2015, giving investors better returns than competitor Lowe’s. The Home Depot opened 2016 with a large pullback due to fears about the general economy and the housing market in particular. An anticipated rise in mortgage rates has not happened and Home Depot is gearing up for spring, its busiest period of the year. The company will hire more than 80,000 workers for its 2,000 stores and 75 distribution facilities. The Home Depot’s domestic business has kept it in the lead, but with Lowe’s announcement of its acquisition of Canadian home-improvement chain Rona, international expansion could be important to future growth.

Source: WSJ

CVS TAKES OVER TARGET PHARMACIES

CVS Health and Target announced a $1.9 billion sale of Target’s pharmacy business to CVS. CVH will rebrand Target’s 1,700 prescriptions departments as CVS and CVS will acquire Target’s 80 clinic locations and rebrand them as MinuteClinic. Both companies also announced plans to develop 5-10 small format stores in the next 2 years that will be branded Target Express and contain a CVS Health pharmacy.

Both companies have stated goals of core business investments to drive growth, and focus on wellness as a signature category, focusing on consumers eating well, being active and finding natural and clean label products. The rollout will take place over a period of several months to ensure the smoothest possible transition for their pharmacy and clinic patients.

"This strategic relationship with Target supports the highly complementary customer base, brand and culture we share," said Larry Merlo, CVS Health president and CEO. “This relationship with Target will provide consumers with expanded options and access to our unique healthcare services that lead to better health outcomes and lower overall healthcare costs.”

"At Target, we've talked a lot about the evolving preferences of our guests and this partnership demonstrates that we're committed to putting them at the forefront of everything we do," said Brian Cornell, Target chairman and CEO. "By partnering with CVS Health, we will offer our guests industry leading healthcare services, and at the same time, sharpen our focus on elevating the way we deliver wellness products and experiences to our guests."

Source: Chain Store Age

BELK INC EXPLORING POSSIBLE SALE OR MERGER

Belk Inc., founded in 1888 by William Henry Belk and in the third generation of Belk family leadership, has hired Goldman Sachs to help it evaluate strategic alternatives, including a potential sale. Belk is the largest family owned department store chain in the US, valued at as much as $4 billion.

In fiscal year 2014, ending January 31, 2015, Belk posted net sales of $4.1 billion, up 1.8% compared to the previous year. After Reuters reported on the potential sale, Belk issued a statement that it had hired Goldman Sachs to help them explore all options and expect to conclude its analysis in the next several months.

US consumer spending has been slow moving this year despite lower gas prices, due to weather conditions and consumers’ desire to save. This has affected department store sales, prompting chains to resort to smaller store models and aggressive discounting.

The last major acquisition in the department store sector was Canadian chain Hudson’s Bay Co, owner of the Lord & Taylor chain, which acquired Saks in 2013 for $2.9 billion. Major department stores like Macy’s and Nordstrom are expected to be contacted by Belk to solicit their interest in a deal. Neither Goldman Sachs, Macy’s nor Nordstrom responded to requests for comment.

Belk operates 297 stores in the southern US and is based in Charlotte, North Carolina.

Source: Reuters.com

Family Dollar Shareholders Approve Dollar Tree Deal

January 22, 2015

After months of delay and a failed bid by Dollar General, Family Dololar shareholders agreed to be acquired by Dollar Tree in a deal that creates a combined company with more than 14,000 locations, estimated annual sales of $19 billion and compelling growth opportunities.

Approval of the deal creates a new competitive dynamic in the world of extreme value retailing with the combination of Dollar Tree and Family Dollar making for a more formidable competitor to Dollar General and its nearly 12,000 stores.

Family Dollar operated 8,101 stores, which averaged about 7,200 square feet and were supported by 11 distribution centers at the end of the company's first quarter on November 29, 2014.  More than three-fourths of the company's sales are derived from food and consumable categories.  By comparison, Dollar Tree operated 5,077 stores, including 205 locations in Canada, which averaged about 9,000 square feet and were supported by 10 distribution centers at the end of the company's third quarter on November 1, 2014.  About half of Dollar Tree's sales come from food and consumable categories and the company also operates a format called "Deal$," where it sells merchandise for more than $1.

The deal is expected to close in March.  About 74% of the shares were voted in favor of the deal.

"Today's vote of approval by Family Dollar shareholders represents a crucial step toward combining Dollar Tree, North America's leading fixed price point discount retailer, with Family Dollar, a leading multi-price point retailer with a 50 plus year history of serving low and middle income customers," said Bob Sasser, Dollar Tree's CEO.  "By adding Family Dollar to our portfolio of brands, Dollar Tree will soon operate more than 13,000 stores in 48 states and five Canadian provinces with annual sales exceeding $18 billion.  This merger enhances our geographic footprint and diversifies our business model.  We intend to operate and grow both banners."

Family Dollar chairman and CEO Howard Levine said he was pleased with the outcome of the vote.

"The Family Dollar Board of Directors and management team have worked diligently to advance the best interests of all of the company's stockholders, and we are grateful for the support we received for the merger proposal," Levine said.  "We are also very appreciative of Family Dollar's talented and committed team members, who have remained focused on serving our customers throughout this process.  We look forward to completing the transaction with Dollar Tree and remain excited about the opportunity that this combination will create for our stockholders, team members, customers and other stakeholders."

Dollar General emerged as a bidder for Family Dollar after Family Dollar and Dollar Tree announced their acquisition deal on July 27, 2014.  Dollar General's all-cash offer for $80 a share appeared superior on the surface to Dollar Tree's cash and stock offer valued at $76.85 a share, but concerns quickly emerged about the number of store divestitures that would be required to secure regulatory approval because of the extensive overlap between the Dollar General and Family Dollar footprint.  Family Dollar indicated that between 3,500 and 4,000 stores were "problematic" based on Federal Trade Commission feedback while Dollar General indicated regulatory approval could be secured with the divestiture of no more than 1,500 stores.

In the end, Family Dollar shareholders voted for the certainty of the tie-up with Dollar Tree over the richer but potentially problematic offer from Dollar General.

Source: Retailing Today 

Feuding Continues In The Family Dollar Affair

December 5, 2014

As the acquisition of Family Dollar Moves closer to resolution, would-be acquirers Dollar Tree and Dollar General maintain widely differing views on the superiority of their respective offers and the opinion of federal regulators.

The latest developments in the ongoing Family Dollar affair occurred December 5 when Dollar Tree and Dollar General took shots at each other in sharply worded press releases that offered differing views on competition, competitive overlap and store divestiture scenarios.  Both companies said they have been actively involved in conversations with the Federal Trade Commission as a December 23 vote on the deal with Dollar Tree looms for Family Dollar shareholders.

"We believe that the FTC staff appreciates that Dollar Tree and Family Dollar are different retailers with complementary business models," according to a statement by Dollar Tree indicating a small number of stores would need to be divested to secure regulatory approval.  Conversely, Dollar Tree contends the FTC may require Dollar General to divest far in excess of the 1,500 stores Dollar General offered to divest in its tender offer for Family Dollar.

"Dollar Tree stores sell everything for $1 or less.  Our product mix is constantly changing and includes a balance of things the consumer needs and things the consumer wants such as seasonal items, party goods, and other discretionary products," Dollar Tree said in a statement.  "Our shopping experience is fun, fast, and friendly with surprising products engendering a thrill of the hunt atmosphere.  Family Dollar sells primarily branded consumable products at multiple price points up to $20 or more.  Their customers expect Family Dollar to carry the same assortment of products week in and week out."

Based on the view that Dollar Tree and Family Dollar are distinct competitors and therefore only a small number of divestures would be required, according to Dollar Tree, which said it would be in a position to complete the deal by February 2015.

Not so fast was the response from Dollar General shortly after Dollar Tree issued its statement.  Dollar General looks past its similarities with the Family Dollar business model to assert its chief rival is Walmart.

"Dollar General's documents and data tell a very different story from that contained in the press release issued today by Dollar Tree," the company said.  "Walmart, not Family Dollar, is the primary driver regarding Dollar General's strategic pricing decisions, and more than 90% of Dollar General's SKUs are nationally priced.  Dollar General is confident that its approach to strategic and pricing decisions is both correct and superior to that of Family Dollar and Dollar General has no intention of adopting a flawed strategy - either now or after an acquisition of Family Dollar - that it believes would impair its ability to compete with Walmart and lead to inferior financial performance."

The coming weeks promise even more drama in the merger saga.  Dollar General said it will continue to work with the FTC and expects to provide an update in sufficient time to allow Family Dollar shareholders to review information prior to the meeting scheduled for December 23.

Meanwhile, Dollar Tree continues to portray its rival's offer as a risky and uncertain proposal due to overlap issues.  As a result, Dollar General may spend many months advocating and negotiating with the FTC with significant uncertainty as to the outcome and its bid may ultimately fail because the scope of an unprecedented FTC-required divestiture would lead to an unacceptable loss of value, according to Dollar Tree.

Source: Retailing Today 

Voting Extended In Family Dollar Deal

October 31, 2014

Dollar General has extended the deadline for Family Dollar shareholders to approve a buyout while it continues to recommend a "no" vote on a competing proposal from Dollar Tree.

Dollar General said it extended its tender offer to acquire all outstanding shares of Family Dollar for $80.00 to December 31 from October 31.  Meanwhile, Family Dollar is scheduled to hold a special meeting on December 11 to vote on a merger with Dollar Tree that offers less generous compensation than Dollar General's bid, but is viewed as offering shareholders a higher degree of certainty concerning regulatory approval.  Dollar General has disputed that assertion and both it and Family Dollar have presented their respective experts to offer opinions on the merits of a Dollar General versus Dollar Tree acquisition.

Dollar General wants Family Dollar shareholders to vote against the Dollar Tree merger to send a clear message to the Family Dollar board to engage in discussions with Dollar General.  The company said a vote against the merger agreement with Dollar Tree would not obligate Family Dollar shareholders to tender their shares in the Dollar General tender offer.

Dollar General said it remains committed to the proposed acquisition of Family Dollar and will continue to cooperate with the Federal Trade Commission to obtain antitrust regulatory clearance for the transaction.

Source: Retailing Today

Family Dollar Closing In On FTC Compliance

October 22, 2014

Family Dollar Stores on Tuesday announced that it has certified substantial compliance with both the Federal Trade Commission's second request regarding the acquisition by Dollar Tree, as well as the second request regarding Dollar General's bid for the company.

Dollar Tree is expected to certify substantial compliance by November 7, the company stated, however Family Dollar has no insight as to when Dollar General will comply with the FTC's second request.  Family Dollar continues to believe, based on its discussions with the FTC staff, that the FTC review of the Dollar General tender offer will continue well into 2015, the company stated.

Once all parties have certified that they have substantially complied with FTC's second request, the Commission has 30 additional days to complete its review of the transaction and to take action if necessary.

Family Dollar is committed to cooperating with the FTC's investigations of both transactions, and providing all of the necessary information from Family Dollar for the FTC to advance its review of both potential transactions as promplty as practicable.

Source: Retailing Today

Albertsons And Safeway Ready To Roll

September 19, 2014

The merger between Albertsons and Safeway is expected to close in a few months and when it does the combined company already has a new senior leadership and field operations structure in place.

The companies late Friday announced key leadership positions it said drew on strong talent within both organizations to build an innovative, customer-focused and growth-driven company.

"We are confident in this team's ability to build a great company that's positioned to win over the long term by earning the loyalty of grocery shoppers in every market we serve and delivering superior operational and financial results," said Safeway president and CEO Robert Edwards.

Edwards will serve as CEO of the combined company once the deal closes and current Albertsons CEO Bob Miller will become executive chairman.  The combined company will operate nearly 2,400 stores under banners such as Safeway, Vons, Pavilions, Randalls, Tom Thumb, Carrs, ACME, Albertsons, Jewel-Osco, Lucky, Shaws, Star Market, Super Saver, Amigos, Market Street and United Supermarkets.

"We know the best way to grow our business is to have the highest quality fresh departments, lower prices, clean, well-stocked stores and the best customer service in the market," Miller said.  "Our teams will focus on delivering what customers want locally, and we will give our store teams more flexibility to make decisions that are right for their neighborhoods.  The division teams will have the responsibility to have the right assortment for their markets."

Shareholders of both companies approved the merger on July 25 and the deal is now under review by the Federal Trade Commission but is expected to close during the fourth quarter.  The new company will be comprised of three regions and 14 retail divisions that will be supported by corporate offices in Boise, ID, Pleasanton, CA, and Phoenix, AZ.

Source: Retailing Today

Dollar General Appeals Directly To Rival's Shareholders

September 10, 2014

Since Family Dollar's board of directors unanimously rejected Dollar General's second and sweetened tender offer from September 2, Dollar General has decided to make the tender offer directly to the company's shareholders.

The company's all-cash offer of $80 per share beats Dollar Tree's offer of $74.50 per share cash/stock offer originally made July 28.  The Family Dollar board has rejected both Dollar General's offers on the basis of antitrust regulatory considerations.

But Dollar General is appealing to Family Dollar's shareholders with approximately $640 million of additional aggregate value over Dollar Tree's offer - a premium of 31.9% over the closing price of $60.66 for Family Dollar stock on the day prior to the Dollar Tree announcement.

As part of a definitive merger agreement with Family Dollar, Dollar General would be willing to agree to divest up to 1,500 stores if required by the FTC and to pay Family Dollar a $500 million reverse breakup fee if the transaction does not close for reasons related to antitrust approvals.

The offer is not conditioned upon any financing arrangements, according to Dollar General, which added that it has received written financing commitments that are in full force and effect from Goldman, Sachs & Co. and Citigroup Global Markets for all the financing necessary to consummate the proposed all-cash transaction.

"Our offer provides Family Dollar shareholders with significantly greater value than the existing agreement with Dollar Tree, as well as immediate and certain liquidity for their shares," said Rick Dreiling, chairman and CEO of Dollar General.  "By taking this step, we are providing all Family Dollar shareholders a voice in this process, and we urge them to tender into our offer.  Additionally, we now can begin the antitrust review process and will have an opportunity to present our position directly to the FTC.  As we previously have stated, we are confident in the results of our antitrust analysis, and we look forward to a constructive dialogue with the FTC."

Meanwhile, the Family Dollar board has confirmed that it will review and consider Dollar General's latest move in accordance with applicable law, and advise shareholders of its position regarding the tender offer by making available to shareholders, and filing with the Securities and Exchange Commission, a solicitation/recommendation statement on Schedule 14D-9.

"Applicable securities laws prevent Family Dollar from making any further comments on Dollar General's tender offer or its terms until after this filing is made on Schedule 14D-9 which will be no later than September 23, 2014.  Until that time, Family Dollar shareholders are advised to take no action," the board said in a statement, adding only that it has not changed its recommendation in support of the merger with Dollar Tree."

Source: Retailing Today 

CVS Closes Navarro Discount Pharmacy Acquisition

September 8, 2014

CVS Health has completed the purchase of Miami-based Navarro Discount Pharmacy.

The acquisition includes Navarro's 33 retail locations and Navarro Health Services, a specialty pharmacy serving patients with complex or chronic diseases.  The retail pharmacies will retain the Navarro Discount Pharmacy name.

"Navarro has a rich history and commitment to Hispanic consumers and we are excited to welcome them into the CVS Health family," stated Helena Foulkes, president of CVS/pharmacy, the retail division of CVS Health.  "We value the strength of the Navarro brand and we look forward to combining Navarro's unique understanding of its customers' needs with CVS/pharmacy's best in class pharmacy services and high quality health, beauty and personal care products, a combination that will strengthen our service to the Hispanic community."

Navarro Discount Pharmacy caters to Hispanic and ethnic marketplaces and further differentiates itself by offering many products and services that are not found in traditional drug stores such as wireless phones, designer fragrances and a large assortment of OTC drugs and vitamins.

Source: Retailing Today

Dollar Tree To Divest As Many Stores As Required For Antitrust Approval

September 5, 2014

Dollar Tree and Family Dollar have amended their merger agreement to include a commitment by Dollar Tree to divest as many stores as necessary or advisable to obtain antitrust clearance for the previously announced cash and stock transaction.

All other terms and conditions of the merger agreement remain the same as announced on July 28, 2014.  The two companies also said that their expectations for a closing date for the transaction have accelerated to as early as the end of November 2014.

News of the amended merger agreement coincided with Family Dollar's rejection of Dollar General's revised proposal made on September 2 on the basis of antitrust regulatory considerations.

Dollar Tree and Family Dollar expect the Federal Trade Commission to issue a second request for additional information on September 8, and said they are confident that regulatory approval will be obtained.

"Dollar Tree is committed to working hard to complete our acquisition of Family Dollar as quickly as possible.  Our amended agreement is clearly superior to Dollar General's revised proposal based on antitrust risk, deal certainty and time value of money," said Bob Sasser, Dollar Tree's CEO.  "Unlike Dollar General, we expect to be required to divest few, if any, stores because our business model is significantly different from Family Dollar's model.  Our product assortment and pricing is not driven by local competition, and we have very limited store overlap.  As evidence of our confidence in and commitment to closing this transaction without delay, we are amending our merger agreement to provide for a commitment to divest as many stores as necessary to obtain antitrust clearance."

Under the terms of the agreement announced on July 28, Family Dollar shareholders will receive $59.60 in cash and $14.90 equivalent in Dollar Tree shares for each common share of Family Dollar owned, subject to a collar.  At closing, Family Dollar shareholders would own no less than 12.7% and no more than 15.1% of the outstanding common stock of Dollar Tree.

"Dollar Tree and Family Dollar continue to have productive discussions with the FTC," added Sasser, "and despite the anticipated second request from the FTC, we remain confident in our ability to complete our transaction with Family Dollar by as early as the end of November 2014 and deliver expeditiously the closing certainty and substantial value that this transaction provides to both companies' shareholders, customers and employees.  We will continue to work hard to complete our acquisition of Family Dollar as quickly as possible."

Source: Retailing Today 

Family Dollar Rejects Dollar General Merger Proposal

September 5, 2014

Family Dollar has rejected the revised proposal made by Dollar General on September 2 on the basis of antitrust regulatory considerations.  The Dollar General offer may be financially superior, the dollar store noted, but it's not likely to pass muster with the Federal Trade Commission.

"Our board of directors, with the assistance of outside advisors and consultants, reviewed all aspects of Dollar General's revised proposal and unanimously concluded that it is not reasonably likely to be completed on the terms proposed," stated Howard Levine, chairman and CEO of Family Dollar.  "There is a very real and material risk that the transaction proposed by Dollar General would fail to close, after a lengthy and disruptive review process.  Accordingly, our board has rejected Dollar General's revised proposal and reaffirmed its support of the transaction with Dollar Tree, which delivers attractive value in the form of immediate upfront cash and upside participation in a combined Dollar Tree - Family Dollar entity, as well as closing certainty."

"We are focused on delivering to Family Dollar shareholders the highest value with certainty, and the Dollar Tree transaction does just that.  Dollar Tree has taken the antitrust risk off the table by committing to divest as many stores as necessary to obtain antitrust clearance.  We remain fully committed to the Dollar Tree transaction," added Ed Garen, a Family Dollar director and co-founder and chief investment officer at Trian Fund Management.  "Dollar General's revised proposal, on the other hand, does not eliminate regulatory risk for Family Dollar shareholders.  Dollar General has repeatedly stated that antitrust is not a risk, yet they have put forth proposals that require Family Dollar shareholders to bear the ultimate risk.  Receiving a reverse breakup fee with an after-tax value of less than $3 a share does virtually nothing to compensate the Family Dollar shareholders for assuming that risk."

Family Dollar's merger agreement with Dollar Tree contains a customary provision that permits Family Dollar to enter into discussions and share information with any competing bidder, but only if the board is able to determine that failure to do so would be inconsistent with its fiduciary duties and that the unsolicited, written proposal from the competing bidder would be reasonably expected to lead to a proposal that is not only financially superior, but also "reasonably likely to be completed on the terms proposed."

Family Dollar contends that the FTC would take a more critical review of any proposed Dollar General/Family Dollar merger.

The Family Dollar Board's unanimous determination to reject Dollar General's revised proposal and to accept Dollar Tree's commitment to divest as many stores as required for antitrust approval follows the unanimous recommendation of a committee of four non-management independent directors that has been overseeing the company's consideration and exploration of strategic alternatives since January 2014.  This committee consists of Glenn Eisenberg, Ed Garden, George Mahoney, Jr. and Harvey Morgan.

Source: Retailing Today 

Dollar General Reaffirms Commitment To Family Dollar

August 28, 2014

Dollar General made the case for the superiority of its Family Dollar takeover bid with the release of second quarter results that revealed consistency as well as some deceleration in sales and profit growth.

Sales at the company's more than 11,500 stores increased 7.5% to slightly more than $4.7 billion due to new store expansions and a same store sales increase of 2.1% driven by growth in customer traffic and average transaction size.  During the first half of the year, Dollar General opened 426 new stores and remodeled or relocated 585 others.  The second quarter was the 26th consecutive period in which traffic and transaction size metrics have increased, according to Dollar General chairman and CEO Rick Dreiling.

Meanwhile, profits increased 2.4% to $251 million, or 83 cents a share, in line with analysts' estimates, compared to prior year profits of $245 million, or 75 cents a share.

"Our second quarter same-store sales began very strong with a year over year increase in May of more than 3.5%, however, this growth moderated as we moved through June and July given the competitive environment and a consumer who, although resilient in the face of economic uncertainty, remains cautious with her spending," Dreiling said.

Sales of consumables continued to outpace sales of non-consumables with the company reporting the most significant growth in categories such as tobacco, perishables, candy and snacks.  The company said it also saw solid same-store sales growth was also reported in the home and apparel categories.  The competitive environment cited by Dreiling prompted Dollar General to increase promotional activities which caused gross margins to decline 53 basis points to 30.8%.  The other source of ongoing margin pressure is the fact that Dollar General continues to derive a larger percentage of its sales from lower margin consumable categories such as tobacco and perishables.

"As we enter the third quarter, we are seeing our sales momentum pick back up and expect that momentum to build as our initiatives gain traction with our customers," Dreiling said.  "For the second half of the year, we are well positioned to serve our customers and provide them with the everyday low pricing they count on from us."

Dollar General also believes it is well positioned to consummate one of the largest acquisitions the retail industry has seen in years.  The company hopes to prevail in its efforts to acquire rival Family Dollar which has already agreed to be acquired by Dollar Tree.  The deal has the potential to create a combined company with a massive nationwide footprint of roughly 20,000 locations.

"In regards to our proposal to acquire Family Dollar, we remain firmly committed to the acquisition," Dreiling said.  "The financial benefits of our offer to Family Dollar shareholders are indisputable, and the proposed combination would unlock tremendous value for Dollar General shareholders.  We continue to believe the potential antitrust issues are manageable and that our transaction as proposed is both superior and achievable."

Dollar General has offered to acquire Family Dollar for $78.50 a share in an all cash deal valued at $9.7 billion it contends could secure regulatory approval with the divesture of as many as 700 stores.  Its takeover offer came after the boards of Dollar Tree and Family Dollar had already approved a $74.50 per share deal valued at $8.5 billion that consisted of $59.60 per share in cash and $14.90 in Dollar Tree shares.

Source: Retailing Today 

Family Dollar Rejects Dollar General's Takeover Bid

August 21, 2014

Family Dollar Stores rejected a $9 billion, all-cash takeover offer from Dollar General, pointing to antitrust concerns and reaffirming its support for its deal with smaller rival Dollar Tree.

Family Dollar's agreement with Dollar Tree, reached late last month, is worth about $8.5 billion in cash and stock, or $74.50 a share.  Family Dollar shares fell slightly to $79.65 in recent remarket trading, still above Dollar General's offer of $78.50, indicating investors expect the fight to drag on.

"Our board reviewed, with our advisers, all aspects of Dollar General's proposal and unanimously concluded that it is not reasonably likely to be completed on the terms proposed," Chairman and Chief Executive Howard R. Levine said.  "Accordingly, our board rejects Dollar General's proposal and reaffirms its support for the pending merger with Dollar Tree."

A representative from Dollar General wasn't immediately available, while Dollar Tree declined to comment.

The battle over Family Dollar, the second-largest U.S. dollar chain, has come as so-called dollar stores have performed with relative strength compared to the rest of the retail sector, which has been consolidating as customer traffic declines and online competition grows.

Dollar General, the largest of the three dollar stores, had said it would divest 700 stores after a potential merger with Family Dollar to satisfy regulatory concerns.  A combination of Dollar General and Family Dollar would have about 20,000 stores in 46 states, with sales of more than $28 billion, Dollar General has said.

Dollar Tree is No. 3 in the market.

Investor Nelson Peltz's Train Fund Management LP also cited antitrust worries while it offered support for Family Dollar's deal with Dollar Tree.

"Given the significant antitrust issues involved with Dollar General's proposal, we will not jeopardize the Dollar Tree deal for a transaction with Dollar General that has a high likelihood of not closing due to antitrust considerations," Train co-founder and partner Ed Garden said in Family Dollar's release Thursday.  "We remain fully committed to the Dollar Tree transaction."

Combined, Train and Mr. Levine own 16% of Family Dollar's shares.  Train itself had attempted to buy Family Dollar with a $7.75 billion offer the retailer rejected in 2011.  The firm has had a representative on the retailer's board since 2001.

Source: The Wall Street Journal 

Dollar General Outbids Dollar Tree For Family Dollar

August 18, 2014

Dollar General bid $78.50 for Family Dollar this morning in a $9.7 billion deal that exceeds the $74.50 a share Dollar Tree offered for Family Dollar on July 28.

The deal would create a small format powerhouse with nearly 20,000 stores in 46 states and sales of more than $28 billion.

"For Family Dollar shareholders, our proposal is financially superior to the current transaction agreement with Dollar Tree and would provide Family Dollar shareholders with a substantial premium and immediate liquidity for their shares," said Rick Dreiling, Dollar General's chairman and CEO.  "We look forward to expeditiously entering into constructive discussions with Family Dollar in order to sign a definitive merger agreement that provides enhanced value to Family Dollar shareholders and enables Dollar General to realize the benefits of this combination."

The $78.50 per share Dollar General offers represents a 29.4% premium over the $60.66 closing price of Family Dollar shares the day before Dollar Tree made its offer.  The deal Dollar Tree offered Family Dollar is valued at about $8.5 billion and involves Family Dollar shareholders receiving $59.60 in cash and $14.90 in equivalent Dollar Tree shares.  The offer has already been unanimously approved by the boards of both companies.

To get the deal done, Dollar General said it had done significant economic and antitrust analysis and was prepared to commit to divesting as many as 700 stores.  The company also committed to paying the $305 million termination fee Family Dollar will owe Dollar Tree if the previously announced deal falls through.  In addition, Dollar General CEO Dreiling said he would remain in his current role to oversee integration of the companies after previously indicating he would retire in 2015.

Dollar General and Family Dollar operate complementary business - similar size stores with similar product assortments - which is expected to result in operational synergies and annual savings of between $550 and $600 million three years after the proposed merger is complete, according to Dollar General.

"Dollar General has developed extensive integration plans across work streams.  The expected synergies would be derived from sales growth driven by an improved merchandise offering and store presentation, purchasing and sourcing efficiencies, distribution and transportation optimization and administrative savings," according to the company.

Source: Retailing Today 

Dollar Tree To Acquire Family Dollar

July 28, 2014

Dollar Tree said it would acquire Family Dollar in a transformational cash and stock deal valued at $8.5 billion to create a company with more than 13,000 stores and annual sales of $18 billion.

The deal was unanimously approved by the boards of both companys and involves Dollar Tree paying Family Dollar shareholders $59.60 in cash and $14.90 in equivalent Dollar Tree shares.

"We will continue to operate under the Dollar Tree, Deals, and Dollar Tree Canada brands, and when this transaction is complete, we will operate under the Family Dollar brand as well," said Dollar Tree CEO Bob Sasser.  "Throughout our history, we have strived continuously to evolve and improve our business.  This acquisition, which enhances our footprint and diversifies our company, will enable us to build on that progression, and importantly, positions Dollar Tree for accelerated growth.  By offering both fixed-price and multi-price point formats and an even broader, more compelling merchandise assortment, we will be able to provide even greater value and choice to a wider array of customers."

Sasser said the deal would extend the company's reach to lower-income customers and strengthen and diversify its store footprint while also delivering significant synergies by leveraging best practices of the organizations.  Dollar Tree anticipates that the transaction will result in $300 million of annual run-rate synergies to be fully realized by the end of the third year after closing.

Plans call for Family Dollar CEO Howard Levine to remain with the combined company, reporting to Sasser, and serve as a member of the board.

"For more than 54 years, Family Dollar has provided value and convenience to customers.  Dollar Tree also has a rich history of providing great value to customers, and together, as one company, we can provide more customers with even greater value and convenience," Levine said.

The deal is a culmination of a process that began last winter and included discussions of potential combinations with other partners, Levine said.  The comprehensive review process ultimately determined the combination with Dollar Tree was in the best interest of shareholders.

"This combination will enable Family Dollar to accelerate efforts to improve the business and will benefit our dedicated team members who will now be part of a larger, more diverse organization," Levine said.  "I am excited about our future with Dollar Tree, and I look forward to working with the Dollar Tree team to complete the combination as quickly as possible to realize the compelling benefits for all our stakeholders."

Source: Retailing Today

CVS Acquires Navarro In South Florida

July 14, 2014

It is one of the smaller acquisitions CVS Caremark has done, but the purchase of the 33-unit Miami-based Navarro Discount Pharmacy could have big implications.

CVS Caremark late Monday said it reached an agreement with Navarro, the largest Hispanic owned drugstore chain in the U.S., to acquire 33 stores and Navarro Health Services, a specialty pharmacy serving patients with complex or chronic diseases.  CVS Caremark operates more than 7,600 stores, but said it will continue operating the acquired units under the Navarro banner.

"The acquisition of Navarro wil strengthen CVS pharmacy's position in the Hispanic marketplace, the fastest growing demographic in the U.S., and we are excited to be adding the Navarro Discount Pharmacy brand to the CVS pharmacy family," said Helena Foulkes, president of CVS/pharmacy.

"Like CVS pharmacy, Navarro is committed to improving patient health and providing individualized attention," said Juan Ortiz, Navarro's CEO.  "The combination of our stores will continue our tradition of excellent pharmacy care and high quality products."

Navarro caters to South Florida's heavily Hispanic and ethnic marketplaces and further differentiates itself by offering many products and services that are less prevalent in traditional drugstores such as wireless phones and designer fragrances.

Source: Retailing Today

Supervalu To Acquire Rainbow Stores In The Twin Cities

May 7, 2014

Supervalu, the owner of Cub Foods, along with four Twin Cities-based independent grocery retailers, have each entered into definitive agreements to acquire select Rainbow Foods grocery stores.  In total, they agreed to acquire 18 Rainbow grocery stores, including 13 Rainbow pharmacies and three Rainbow liquor stores in Minnesota.

Jerry's Enterprises, Haug Enterprises, Lund Food Holdings and Rademacher Enterprises have joined Supervalu in executing these agreements.  Once completed, the acquired stores are intended to be operated by Supervalu, a Cub franchisee or an independent retailer as 10 new Cub Foods locations, two new Byerly's locations and six locations are expected to be operated under the Rainbow banner.

Of the 18 stores, Supervalu will have 100% ownership in three Cub stores, majority ownership in two Cub stores, minority ownership in three Cub stores and 100% ownership in two Rainbow stores as well as 100% ownership interest in eleven pharmacies.  Roundy's will be selling these 18 stores for approximately $65 million plus inventory.  Supervalu's aggregate purchase price across its multiple purchase agreements is approximately $35 million in cash plus the cost of inventory that will be purchased at the closing of the Rainbow store sale.  In addition, as part of the transactions, Supervalue will assume certain lease obligations and certain multi-employer pension liabilities related to the stores being acquired by Supervalu.

"Supervalu is thrilled to participate in this consortium of retailers that is acquiring Rainbow stores," said Sam Duncan, Supervalu's president and CEO.  "We're especially pleased that highly respected independent retailers here in the Twin Cities are also acquiring Rainbow stores.  These independent retailers are great customers to Supervalu who understand the importance of being a strong community grocer."

Cub Foods consists of a combination of corporate-ownded and franchised locations.  Following the close of the transactions, Cub Foods will total 66 stores in the Twin Cities and 77 stores banner-wide (including 76 stores in Minnesota and one in Illinois).  As part of acquiring these stores and with seasonal employment needs, Cub Foods expects to make more than 1,000 job offers in the coming months.

"For nearly five decades, Cub Foods has been a trusted grocer and innovator in the Twin Cities," said Mike Stigers, Cub Foods president.  "This community has always been important to us and it is our continued desire to deliver great products, excellent service and an incredible overall value in the grocery store.  With more stores under the Cub Foods brand and being serviced out of our distribution center in Hopkins, we will be better positioned to improve our efficiencies and explore ways to bring even stronger value and price competitiveness to our shoppers going forward."

The transactions are subject to customary closing conditions and are expected to be completed by the end of the summer.

Supervalu serves customers across the United States through a newtork of 3,339 stores made up of 1,819 independent stores serviced primarily by the company's food distribution business, 1,330 Save-A-Lot stores, of which 948 are operated by licensee owners, and 190 traditional retail grocery stores.

Source: Retailing Today 

Albertsons Acquiring Safeway For $9 Billion

March 6, 2014

Albertsons plans to acquire Safeway for $32 a share in a deal valued at roughly $9 billion that will create a supermarket chain with roughly 2,400 locations to rival market leader Kroger.

The deal announced late Thursday ended longrunning speculation regarding the potential acquisition of Safeway.

"This transaction offers us the opportunity to better serve customers by adapting more quickly to evolving shopping preferences in diverse regions across the country," said Albertson's CEO Bob Miller.  "It also brings together two great organizations with talented management teams.  Safeway CEO Robert Edwards and his team have done an outstanding job in positioning Safeway's core business for success, by investing in its stores and creating innovative strategic marketing programs that contribute to shareholder value.  Working together will enable us to create cost savings that translate into price reductions for our customers.  Together, we will be able to respond to local needs more quickly and deliver outstanding products at the lowest possible price, more efficiently than ever before."

Source: Retailing Today