Safeway Inc. Completes Spin-Off of Blackhawk Network Holdings, Inc.
April 14 2014 - 4:05PM
Marketwired
Safeway Inc. Completes Spin-Off of Blackhawk Network Holdings, Inc.
PLEASANTON, CA--(Marketwired - Apr 14, 2014) - Safeway Inc.
(NYSE: SWY) today completed the distribution to its stockholders of
37,838,709 shares of Class B common stock of Blackhawk Networks
Holdings, Inc. (NASDAQ: HAWKB) owned by Safeway. After the
completion of the distribution, Safeway no longer owns any shares
of Class B common stock of Blackhawk.
The distribution by Safeway was made today, in the form of a pro
rata common stock dividend, of its Class B common stock equity
interest in Blackhawk to all Safeway stockholders of record on
April 3, 2014. Safeway stockholders have received 0.164291 of
a share of Blackhawk Class B common stock, in book-entry form, for
every share of Safeway common stock held as of the close of
business on April 3, 2014. No fractional shares of Blackhawk Class
B common stock were distributed. Instead, Safeway stockholders will
receive cash in lieu of any fraction of a share of Blackhawk Class
B common stock that they otherwise would have received.
Starting on April 15, 2014, the when-issued market for Safeway
common stock on the New York Stock Exchange (previously trading
under the symbol "SWYWI" or "SWY-WI" on certain websites) will no
longer be available and the "regular way" market for Safeway will
be trading "ex" or, in other words, without the entitlement of the
shares of Blackhawk Class B common stock.
About Safeway Inc.
Safeway Inc., which operates Safeway, Vons, Pavilions, Randalls,
Tom Thumb, and Carrs stores, is a Fortune 100 company and one of
the largest food and drug retailers in the United States with sales
of $36.1 billion in 2013. The company operates 1,335 stores in 20
states and the District of Columbia, 13 distribution centers and 20
manufacturing plants, and employs approximately 138,000 employees.
The company's common stock is traded on the New York Stock Exchange
under the symbol SWY. For more information, please visit
www.Safeway.com.
Forward-Looking Statements
This press release contains certain forward-looking statements
about the proposed spin-off of Blackhawk by Safeway. These
statements are based on management's assumptions and beliefs in
light of the information currently available to it. These
statements are indicated by words such as "expects," "will,"
"plans," "intends," "anticipates," "estimates" and "is." No
assurance can be given that any of the events anticipated by the
forward-looking statements will transpire or occur. Accordingly,
actual results may differ materially and adversely from those
expressed in any forward-looking statements. Neither Safeway nor
any other person can assume responsibility for the accuracy and
completeness of forward-looking statements. There are various
important factors that could cause actual results to differ
materially from those in any such forward-looking statements, many
of which are beyond Safeway's control. Safeway undertakes no
obligation (and expressly disclaims any such obligation) to
publicly update or revise any forward-looking statement, whether as
a result of new information, future events or otherwise. For
additional information please refer to Safeway's most recent Form
10-K, 10-Q and 8-K reports filed with the Securities and Exchange
Commission ("SEC").
Additional Information About the Albertsons Acquisition and
Where to Find it
This press release does not constitute a solicitation of any
vote or approval in respect of the proposed merger transaction
involving Safeway and Albertsons (the "Merger"). In connection with
the Merger, Safeway intends to file with the SEC and furnish to its
stockholders a proxy statement and other relevant documents.
Stockholders are urged to read the proxy statement and other
relevant materials when they become available because they will
contain important information about Safeway, Albertsons and the
proposed transaction. The proxy statement and other relevant
materials (when they become available), and any other documents we
file with the SEC, may be obtained free of charge at the SEC's
website at www.sec.gov, at Safeway's website at www.Safeway.com or
by sending a written request to Safeway at 5918 Stoneridge Mall
Road, Pleasanton, California 94588, Attention: Investor
Relations.
Participants in the Solicitation
Safeway and its directors, executive officers and certain other
members of management and employees may be deemed to be
participants in soliciting proxies from the stockholders of Safeway
in favor of the Merger. Information regarding the persons who may,
under the rules of the SEC, be considered to be participants in the
solicitation of Safeway's stockholders in connection with the
proposed transaction will be set forth in the proxy statement. You
can find more information about Safeway's executive officers and
directors in its Annual Report on Form 10-K for the fiscal year
ended December 28, 2013 and in its definitive proxy statement filed
with the SEC on Schedule 14A on April 1, 2013.
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