Roundy's Supermarkets tenders for 8 7/8% notes due 2012

By Jennifer Chiou

New York, Oct. 4 - Roundy's Supermarkets, Inc. said it launched a cash tender offer for all its 8 7/8% senior subordinated notes due 2012.

The Pewaukee, Wis., food retailer and wholesaler is also seeking consents to proposed amendments to the notes' indenture, eliminating all restrictive covenants and default provisions.

The consent solicitation ends at 5 p.m. ET on Oct. 18, unless extended, and the tender offer expires at midnight ET on Nov. 1, unless extended. Those who tender their holdings before the consent deadline will receive a $30.00 consent payment per $1,000.00 principal amount of notes.

For each $1,000.00 principal amount of notes, the company said it will pay the present value of $1,044.38 - the call price of the notes at their first redemption date on June 15, 2007 - discounted using the yield to maturity of the 3 5/8% Treasury due June 30, 2007 plus 50 basis points. The amount includes the $30.00 consent payment.

Roundy's will also pay accrued interest up to but not including the payment date.

The company's offer is conditioned upon sufficient financing, new credit facilities and/or debt transactions and consents from a majority of noteholders.

Roundy's said the offer is part of its recapitalization, debt refinancing plan and the payment of a dividend to a shareholder.

Bear, Stearns & Co. Inc. (877 696-2327 or call collect 212 272-5112) and Goldman, Sachs & Co. (800 828-3182 or call collect 212 357-8664) are dealer managers. D.F. King & Co., Inc. is the information agent (888 628-9011).

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