SEAWAY FOOD TOWN INC
425, 2000-05-16
GROCERY STORES
Previous: SAFEGUARD SCIENTIFICS INC ET AL, 8-K, 2000-05-16
Next: SEAWAY FOOD TOWN INC, DEFA14A, 2000-05-16

Filed by Spartan Stores, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12
of the Securities Exchange Act of 1934

Subject Company: Seaway Food Town, Inc.
Commission File No.: 000-00080

FOR IMMEDIATE RELEASE

Investor Contact:

Dave Staples, CFO
(616) 878-8319

Media Contact:

Karen Aylsworth
(616) 878-8339



Spartan Stores Files Registration Statement to Complete
Merger with Seaway Food Town

Grand Rapids, Michigan--May 16, 2000--Spartan Stores, Inc. today announced that it filed yesterday, May 15, a Registration Statement on Form S-4 with the Securities and Exchange Commission related to its proposed merger with Toledo-based Seaway Food Town, Inc. (Nasdaq: SEWY). The Registration Statement, which is subject to SEC review, includes a preliminary prospectus/joint proxy statement which, when the registration becomes effective following SEC approval, will be used to solicit shareholder approval of the proposed merger at the special meeting of shareholders of Seaway Food Town. The preliminary prospectus/joint proxy statement will also be used to solicit proxies for matters to be acted on at the annual meeting of the shareholders of Spartan Stores, including certain charter amendments related to the merger.

Spartan Stores and Seaway will provide notice of the dates and times of their meetings of shareholders as soon as those dates have been determined.

As announced on April 7, 2000, under the terms of the merger agreement, Seaway shareholders will receive a cash payment of $5.00 per share and one share of Spartan Stores new common stock for each share of Seaway common stock. Seaway currently has approximately 6.7 million shares outstanding. Immediately prior to consummation of the merger, Spartan Stores' shareholders will exchange their existing shares of Spartan Stores Class A common stock for approximately 13.2 million shares of Spartan Stores new common stock. Upon consummation of the merger, Spartan Stores will have approximately 20 million shares of common stock outstanding, with current Spartan Stores shareholders owning 66.5 percent and existing Seaway shareholders owning the remaining 33.5 percent.

Spartan Stores, Inc. is a Grand Rapids, Michigan-based grocery retailer and wholesaler, providing products and services to 400 supermarkets in Michigan, Indiana and Ohio. Spartan's subsidiary companies include: Family Fare, Inc., which owns and operates 47 supermarkets in Michigan; L&L/Jiroch, J. F. Walker Company, Inc. and United Wholesale Grocery Company, which supply products to over 9,600 convenience stores in the Midwest; and Shield Insurance Services, which provides a full line of business and personal insurance offerings. Although not a publicly traded company, Spartan Stores currently files Form 10-Q, 10-K, and other periodic reports with the SEC.






Seaway Food Town, Inc. (Nasdaq: SEWY) is a leading food and drug retailer operating 73 retail units -- 47 Food Town Supermarkets and 26 deep discount drugstores operating under the name of The Pharm. All stores are located in northwestern and central Ohio and southeastern Michigan.

The parties have filed with the Securities and Exchange Commission a preliminary prospectus/joint proxy statement relating to the proposed merger. The parties will prepare and file with the SEC a definitive prospectus/joint proxy statement. WE URGE INVESTORS TO READ THE DEFINITIVE PROSPECTUS/JOINT PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS TO BE FILED WITH THE SEC, WHEN THEY BECOME AVAILABLE, BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Investors are able to obtain the documents free of charge at the SEC's Web site, www.sec.gov. In addition, documents filed with the SEC by Spartan Stores will be available free of charge by directing a request to the Chief Financial Officer of Spartan Stores, Inc. at 850 76th Street S.W., P.O. Box 8700, Grand Rapids, Michigan 49518. Documents filed with the SEC by Seaway Food Town will be available free of charge by directing a request to the Chief Financial Officer of Seaway Food Town, Inc. at 1020 Ford Street, Maumee, Ohio 43537. Information concerning the participants in the solicitation of proxies for the merger is included in the preliminary prospectus/joint proxy statement.

This release contains expectations and other forward-looking statements about the proposed merger that involve significant risks and uncertainties. Actual results may differ materially from the results discussed in these forward-looking statements. Factors that may cause such a difference include the possibility that the merger with Seaway Food Town may not be completed and other factors described in the Spartan Stores' Registration Statement on Form S-4 and other filings with the SEC. Spartan Stores disclaims any intention or obligation to update or revise any forward-looking statement.

# # #



© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission