Safeway — Merger or Acquisition (March 2014)
18 slides from Safeway's merger presentation, Mar 6, 2014
Slide 1: Safeway Announces Definitive Merger Agreement with Albertsons
Exhibit 99.2 Announces Safeway March 6, Provides 2014 Definitive Estimated Merger$40 Agreement Per Sharewith in Total Albertsons Value to Safeway Shareholders
Slide 2: Forward-looking statements
Safe This on “is.” forward-looking actual failure regulations; depend payments PDC the and Casa Safeway 2additional management’s amount the Harbor presentation No Ley and/or results toon CVRs assurance undertakes obtain, at will information the of that and Casa Language toafter-tax Combined will bed
Slide 3: Agenda
Overview Agenda Estimated Value Rationale 3Closing Summary from Conditions for of $40 Sales Distribution Merger Merger PerofShare PDCofProvides and Blackhawk CasaSignificant LeyShares Premium to SWY Shareholders:
Slide 4: Today's Safeway and Albertsons Announcement
Today’s Safeway AB Cerberus-led Executive 4Current Acquisition Albertsons’ Safeway Merger and Chairman Albertsons investor owns Announcement President CEO ofAlbertsons, group combined will Bob and owns combine Miller CEOand company ABRobert toalso Acquisition via become acquisition operates Edwards
Slide 5: Estimated Value Per Safeway Share for Merger and Blackhawk Distribution
SWY $32.50 Mid-point sales $3.65 Contingent Estimated shares $3.95 *In share 5$40.10 addition, of (or Stockholders Ley, spin-off, distributed TOTAL Cash primarily ~$4.50 value of either Value consideration step-up estimated which ESTIMATED of per paid Rights non-core inBlackhawk tothe HAWK inis Rece
Slide 6: Significant Premium to SWY Shareholders
Premium Estimated Significant +17% +56% 6+72% over Paid total premium $34.10 $25.62 $23.27 tovalue SWY onover six oneof February months year Shareholders $40 SWY’s ago, per ago, 18, share on closing on 2014, March for September the share 6, day combined 2013 prices: prior 6, 2013 totransactions anno
Slide 7: Contingent Value Rights (CVRs)
Value After-tax If PDC Casa 7CVRs PDC Ley CVR From are and/or sales CVR non-transferable –Sales expires Casa proceeds – expires ofLey PDC twoestimated are years four and and sold not years Casa after non-tradable sold before atafter Ley issuance before $3.65 closing issuance; per closing, andSWY the
Slide 8: Value From Blackhawk Distribution
Value Independent Announced Distribution Current In shareholders Provides 8*Approx. addition, From value value 235M plan the Distribution expected ofestimated to Acquisition present diluted on shareholders February tovalue shares at be of$3.95 completed Blackhawk of 19th outstanding ofpotential per
Slide 9: Merger Rationale
Rationale Delivers Improves Customers Lower Better Improved Combines 2,400 Over 927 distribution 250,000 stores assortment prices attractive ability for shopping resources benefit inMerger employees 34 facilities, toto states from value respond experience meet to produce synergies and to 20 local Sa
Slide 10: Merger Closing Conditions
MergerBoard SWY Closing Stockholder Regulatory Go-shop Break Reverse 10 upClosing of break period fees the approvals approval unanimously of Merger upof Conditions $150M fees 21 required; required days; of is to expected $400M approved $250M additional expected ifin AB paid this Q415-day Acquisition
Slide 11: Summary
Summary Combined Merger 11 provides allows benefits transactions uscustomers attractive to compete deliver value through more a significant foreffectively synergies Safewaypremium and shareholders andaefficiently stronger to Safeway management in dynamic shareholders food teamretail environment
Slide 12: Appendix
Appendix SAFEWAY 69 12
Slide 13: Safeway Stores, Distribution and Manufacturing Map
Safeway (incl. Northwest Northern 314 California 266 Southern California/ Vons 274 Stores 108 Distribution Manufacturing 13 133 Casa Randalls Carrs) 1,335 Inc. Eastern Phoenix Ley Denver 115 Facilities Map Tom Plants 125 Thumb 20 13
Slide 14: ABS Combined Division Map
ABS Combined 60 30 Portland Boise 181 32 3175 Las 1B 41 Irvine 29 Division Lubbock 8SoCal Intermountain Northwest Southern 62 4S United Jewel Shaw’s ACME Total 14oCal outhwest rea 101United 19 28 Methuen Salt Vegas Melrose 4Shaw’s 8 Southwest & ABS NAI 1075 Wells Lancaster 180 78 20 181 RI 51 Lake 1
Slide 15: Property Development Centers: Focused Investments
Propertytrack Focused Investments Proven Provided 15 on Development pre-tax developing are record concentrated income with Centers retail of strong $44M shopping in(PDC) competitive Safeway’s and sale centers core proceeds advantages; with urban/suburban Safeway of $163M 25 current asin the markets
Slide 16: Casa Ley: Safeway's 49% Minority Investment
Casafood 200 Private; Safeway’s Portion Dividends 16 Ley of family-owned and earnings 49% paid general periodically; minority inmerchandise Other and investment operated Income; $4M for stores made $17.6M 2013 inin and western 1981 in$16M 2013Mexico and over$63M last four overyears last four years
Slide 17: Important Additional Information
Important Additional This special information Exchange Pleasanton, Participants Safeway merger. ownership on 17 Form communication stockholder Information 10-K and Commission. Commission, Notice of Information California about inits Safeway’s for the directors, the Safeway, Solicitation meeting rega
Slide 18: Safeway
SAFEWAY @)9.