Apollo to Acquire The Fresh Market
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Apollo to Acquire The Fresh Market

fresh market nf1The Fresh Market has agreed to be acquired by Apollo Global Management for $28.50 per share or approximately $1.36 billion. The transaction has fully committed financing in place and is expected to close by the end of the second quarter of 2016.

Andrew Jhawar nf1“We are delighted about this transaction with The Fresh Market, which was one of the early pioneers in small-box grocery, offering unique, delicious and healthy food with a keen focus on perishables,” said Andrew Jhawar, Senior Partner and Head of the Retail and Consumer Group at Apollo. The firm has been an active investor in several consumables retailers and brands such as Sprouts Farmers Market, Smart & Final, Hostess Brands and General Nutrition Centers.

fresh market nf1The Fresh Market (NASDAQ:TFM) is a specialty grocery retailer with 186 stores in 27 states. The company focuses on perishable product categories such as meat, seafood, produce, deli, bakery, floral, sushi, and prepared foods; but also sells non-perishable products such as traditional grocery, frozen, and dairy products, as well as bulk, coffee and candy, beer and wine, and health and beauty products.  The company was founded in 1982 by Ray Berry and is headquartered in Greensboro, NC (www.thefreshmarket.com).

The transaction will be financed by a new $800 million senior secured facility and an equity contribution of approximately $525 million from funds managed by Apollo in addition to the equity rollover from Ray Berry and Brett Berry. The company will also enter into a new $100 million revolving credit facility at closing. The debt financing is being committed to by Barclays (www.barclays.co.uk), Royal Bank of Canada (www.rbccm.com), Jefferies Finance (www.jefferies.com), and Macquarie Capital (www.macquarie.com).

“We are excited about this transaction with Apollo, which recognizes the value of The Fresh Market’s brand and growth prospects while providing stockholders with an immediate and substantial premium,” said Rick Anicetti, The Fresh Market’s President and Chief Executive Officer. “Apollo is a highly-regarded investor, bringing deep industry expertise and financial resources, and we look forward to working with them to build on our progress in achieving our strategic plan to deliver long-term profitable growth.”

Apollo has total assets under management of $170 billion in private equity, credit and real estate funds invested across a core group of nine industries:  chemicals; commodities; consumer & retail; distribution & transportation; financial & business services; manufacturing & industrial; media, cable & leisure; packaging & materials; and satellite & wireless. The firm has offices in New York, Los Angeles, Houston, Chicago, Bethesda, Toronto, London, Frankfurt, Madrid, Luxembourg, Mumbai, Delhi, Singapore, Hong Kong and Shanghai (www.agm.com).

George Golleher nf1George Golleher, an experienced food industry executive and a former CEO for a number of Apollo portfolio companies, will be a co-investor with Apollo in the transaction. Ray Berry and Brett Berry, who together own 9.8% of The Fresh Market’s outstanding shares, have agreed not to tender shares held by them into the tender offer and will both participate and rollover the vast majority of their holdings in the transaction with Apollo.

J.P. Morgan Securities (www.jpmorgansecurities.com) is serving as the exclusive financial advisor to The Fresh Market. Barclays, RBC Capital Markets, Jefferies, and Macquarie Capital are serving as financial advisors to Apollo.

© 2016 Private Equity Professional • Private Equity’s Leading News Magazine • 3-14-16

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