C&S agrees to purchase Associated Wholesalers

Sept. 10, 2014
Associated Wholesalers Inc (AWI), a regional cooperative food distributor, has entered into an asset purchase agreement (APA) with C&S Wholesale Grocers in which C&S will acquire substantially all of AWI’s assets, including its White Rose distribution business.

Associated Wholesalers Inc (AWI), a regional cooperative food distributor, has entered into an asset purchase agreement (APA) with C&S Wholesale Grocers in which C&S will acquire substantially all of AWI’s assets, including its White Rose distribution business.
Under terms of the APA, C&S will serve as the “stalking horse bidder” in a court-supervised auction process.  Accordingly, the APA is subject to higher and otherwise better offers, among other conditions.
To facilitate the transaction, AWI and its subsidiaries, including White Rose, filed voluntary petitions for reorganization under Chapter 11 of the US Bankruptcy Code in the US Bankruptcy Court for the District of Delaware. This action is expected to provide for an orderly sale of the AWI businesses under Section 363 of the Bankruptcy Code.
AWI and White Rose are expected to continue operating as usual during the sale process.
“We believe that the asset purchase agreement with C&S is in the best interest of AWI and its stakeholders,” said Joyce Fasula and Mike Rothwell, chairman and vice-chairman of the AWI board of directors, respectively.  “After conducting a thorough process, which included the exploration of a range of alternatives and reaching out to multiple interested parties, we determined the best course of action for AWI was to enter this agreement with C&S and to undertake the court-supervised sale process.”
Matt Saunders, president and chief executive officer of AWI, said, “As we move through this transaction process, we will continue to focus on serving our customers. We also intend to work closely with our suppliers and the winning bidder to help ensure that our customers continue to receive the level of service they expect.”
AWI has received a commitment for “debtor in possession” financing to support its continued operations during the pending sale process. C&S has also made a commitment to participate in the “debtor in possession” financing package.
Court documents and additional information can be found at http://dm.epiq11.com/awi.
C&S, based in Keene NH, is a wholesale grocery supply company that serves independent supermarkets, chain stores, military bases, and other customers with more than 150,000 different products. It serves about 5,000 stores from more than 50 locations nationwide.

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