CINCINNATI — The Kroger Co. and Albertsons Cos. Inc., on Sept. 8, announced a definitive agreement on divestitures related to Kroger’s proposed acquisition of Albertsons previously announced on Oct. 14, 2022.

C&S Wholesale Grocers LLC, under the agreement, will acquire 413 stores, eight distribution centers, two offices and five private label brands across 17 states and the District of Columbia. The transaction includes the sale of the QFC, Mariano’s and Carrs brand names and the exclusive licensing rights to the Albertsons brand name in Arizona, California, Colorado and Wyoming.

C&S will pay Kroger an all-cash consideration of about $1.9 billion, including customary adjustments. The payment is subject to the fulfillment of customary closing conditions, including Federal Trade Commission and other governmental clearance, and the completion of the Kroger-Albertson transaction. Prior to closing, Kroger may require C&S, in connection with securing FTC and other governmental clearance, to purchase an additional 237 stores in certain geographies. If that happens, C&S will pay additional cash to Kroger based upon an agreed-upon formula.

The divestiture plan, according to Kroger and Albertsons, fulfills commitments from the agreement in Kroger’s acquisition of Albertsons: extending a competitor to new geographies through the sale of stores to a well-capitalized buyer; ensuring no stores will close as a result of the transaction; maintaining all current collective bargaining agreements, including health care and pension benefits, bargained-for wages and ensuring frontline associates remain employed; and investing in employees and stores for the long term.

“Following the announcement of our proposed merger with Albertsons Cos., we embarked on a robust and thoughtful process to identify a well-capitalized buyer who will operate as a fierce competitor and ensure divested stores and their associates will continue serving their communities in the ways they do today,” said William Rodney McMullen, chairman and chief executive officer of Cincinnati-based Kroger Co. “C&S achieves all these objectives. C&S is led by an experienced management team with an extensive background in food retail and distribution and has the financial strength to continue investing in associates and the business for the long run.”

Vivek Sankaran, CEO of Albertsons, Boise, Idaho, added, “I have long respected C&S and its leadership team. I am thrilled that C&S’s outstanding capabilities and financial strength will ensure these divestiture stores can continue to grow and serve their communities as they do today.”

Founded in 1918, C&S supplies over 7,500 independent supermarkets, retail chain stores and military bases. C&S currently operates Grand Union grocery stores and Piggly Wiggly franchise- and corporate-owned stores in the Midwest, North Carolina and South Carolina.

“Today’s announcement is another exciting opportunity for C&S to further expand into the retail market, which is an important component of our growth and future success,” said Eric Winn, chief operating officer and designated CEO (effective Oct. 2) of C&S, Keene, NH. “We look forward to providing a superior shopping experience that delivers both quality and value to our customers.”

When Kroger first announced plans to acquire Albertsons, the transaction was expected to encompass 4,996 stores, 52 processing plants, 66 distribution centers, about 710,000 employees and on a combined basis have an estimated $210 billion in sales and $3.3 billion in earnings.