Smart & Final amends Apollo merger agreement

By Lisa Kerner

Charlotte, N.C., April 27 - Smart & Final Inc. amended its agreement and plan of merger with affiliates of Apollo Management, LP. The amendment allows the company to consider third-party proposals that "could" result, rather than "would reasonably be expected to result" in a superior proposal to that of Apollo.

The amendment also conditions the merger on approval by holders of 20%, rather than 10%, of Smart & Final's outstanding shares, making it more likely that Apollo's Sharp Holdings and Sharp Acquisition Corp. will be required to consummate the merger, a 8-K filing with the Securities and Exchange Commission stated.

Smart & Final and Apollo announced a definitive merger on Feb. 20, in which Apollo affiliates would acquire the company for $22.00 per share in a cash transaction valued at $813.9 million, including debt.

City of Commerce, Calif.-based Smart & Final operates 254 non-membership warehouse stores for food and foodservice supplies.

Apollo is a private investment partnership.

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