Blackwells Mails Definitive Proxy Materials to Supervalu Shareholders

7/9/18

NEW YORK--(BUSINESS WIRE)--Blackwells Capital LLC, an alternative investment management firm with an approximate 7.73% ownership interest in Supervalu Inc. (NYSE: SVU), today announced it has mailed definitive proxy materials and a letter to Supervalu shareholders to solicit votes for the election of six highly qualified candidates to Supervalu’s Board of Directors at the upcoming 2018 Annual Meeting of Shareholders.

Copies of the proxy statement and accompanying letter, as well as Blackwells’ prior detailed analyses and presentations on Supervalu, are available at www.SaveSupervalu.com.

Jason Aintabi, Managing Partner at Blackwells Capital, said, “We have lost faith in the current Supervalu Board, but not in Supervalu. Blackwells has attempted to actively engage with the current Board and management in good faith and offered solutions and skills that would help stem the constant decline at Supervalu. Each time, our efforts have been rejected, misrepresented, or, in our view, coopted incompetently. The current Board even refuses to sit down, face-to-face, with our highly qualified, independent nominees, who offer decades’ more relevant experience than the current directors.

“To protect the investment of all shareholders and help Supervalu achieve its full potential, Blackwells has recruited and nominated six extremely talented professionals to the Company’s Board. With their extensive industry and public board experience, we are confident these nominees will better set Supervalu’s future course and more effectively oversee it. We strongly encourage you to join us in voting for change on the enclosed GREEN proxy card.”

The full text of the letter accompanying the definitive proxy statement is below:

July 2, 2018

Dear Fellow Supervalu Shareholder,

Over the last ten years, Supervalu has lost more than $5 billion of shareholder value, with its stock declining more than 90%. During those ten years – and the tenure of five different CEOs – the Company has alternated strategies, including several complete reversals in strategy, but has yet to find a winning formula.

In 2016 and 2017, the current Board and management team claimed to have implemented yet another sure-fire strategy and turnaround plan, encapsulated by the less than inspiring, three-prong statement to “retain existing customers,” “sell more to all customers” and “serve more customers.” Unsurprisingly, the results bear the same discouraging hallmarks of the past: In Fiscal Year 2018, Supervalu’s stock fell a further 50%.

We beneficially own 7.73% of Supervalu’s outstanding stock. While we have lost all confidence in Supervalu’s Board, we believe strongly in Supervalu’s opportunities under the proper leadership.

In February 2018, we released a detailed strategic plan for the Company. While the mere prospect of our value-creating plan being implemented has led the stock to rally by more than 40%, we do not believe it is wise to entrust the future of Supervalu to the same individuals who have failed for so long to create long-term shareholder value. This Board has, in our view, repeatedly shown that they lack any measure of agility, expertise or independence.

To protect the investment of all shareholders and help Supervalu achieve its full potential, we have recruited and nominated six talented professionals to the Company’s Board, with critical experience in food wholesaling, retail grocery, transportation and logistics, turnaround management and sustainability. In our view, shareholders finally have an opportunity to vote for seasoned professionals who are qualified to lead Supervalu.

We therefore urge you to vote at this year’s annual meeting of Supervalu shareholders

using the enclosed GREEN proxy card.

Supervalu’s Share Price Has Underperformed for Over a Decade

Over any meaningful time period, Supervalu’s stock has performed worse than every relevant index and peer group, and worse than nearly every company in the Russell 2000 index.

Share Price Performance(a)
Source: Bloomberg. Note: For each time period, peers excludes companies not publicly traded throughout that entire period.
a) As of February 5, 2018 unaffected date, before Blackwells’ public presentation, adjusted for dividends.
b) Proxy peers consist of companies used in Supervalu's 2017 proxy statement for assessing relative total shareholder returns: CASY, CORE, IMKTA, SFS, SPTN, SFM, SPLS, SYY, CHEF, KR, UNFI,VLGEA, WMK, WFM
c) Grocery peers consists of: KR, SFM, VLGEA, WMK and IMKTAExperience
ExecutiveRelevantCorp. BoardCompany
Rick AnicettiCEORetail, Grocery2 Public, 2 PrivateThe Fresh Market, Food Lion; 99 Cents Only Stores; Hannaford Bros. Co.
Steven BaerCEOOperational turn-arounds1 PublicHigh Ridge Partners; Rally Capital Services; Koenig & Strey Financial Services
Chris KreidlerCFOFood distribution1 Public, 1 PrivateSysco; C&S Wholesale Grocers; Yum! Brands
Frank LazaranCEORetail grocery1 Public, 1 PrivateMarsh Supermarkets; Winn-Dixie Stores; Randalls Food Markets; Ralphs Grocery Company
Jim MartellCEOTransportation & logistics2 Public, Multiple PrivateXPO Logistics; FedEx; UPS
Sandra TaylorSenior ExecutiveSocial responsibility2 PublicStarbucks Coffee; Eastman Kodak; Sustainable Business International

To best serve shareholders, the Blackwells nominees are committed to:

  • Creating a culture of accountability that is demonstrated through executive hiring and retention decisions, as well as the executive compensation program;
  • Allocating shareholder capital in an optimal fashion, making decisive and timely decisions about the relative attractiveness of various investment and divestment opportunities, including business segments, real estate, Supervalu stock, dividends and other available options;
  • Insisting upon a performance-driven operational approach that is efficient and sustainable, eliminating waste (such as the use of the corporate jet for the personal convenience of executives) and considering the interests of Supervalu’s shareholders in all decisions;
  • Supporting management and applying the directors’ considerable industry expertise and contacts, in addition to managerial, operational and strategic experience, to drive operational excellence and unlock shareholder value;
  • Eliminating conflicts of interest that may jeopardize the Company’s economic success (and the Company’s proprietary information and trade secrets) and ensuring that the highest standards of integrity are instilled among the Company’s leadership; and
  • Carefully reviewing, and objectively assessing, all avenues of value creation, including those that involve strategic transactions.

The professionals we have nominated have studied Supervalu’s businesses carefully and have specific suggestions and initiatives to discuss with shareholders and management. In the coming weeks, Blackwells and its nominees will share more with you about these plans for Supervalu’s promising future.

We need better than a Board that only recognizes the Company’s failures when shareholders protest, and then must crib a new strategy from those same shareholders. The current Board has, in our view, continued to prove itself to be unimaginative, intractable and lackadaisical stewards of the Company, to the great detriment of Supervalu’s shareholders

We strongly encourage you to join us in voting for change on the enclosed GREEN proxy card.

I welcome any feedback or questions you may have. Please email me at Supervalu@Blackwellscap.com. For more information, including our past presentations on the Company, go to SaveSupervalu.com. For any questions about how to vote, please contact our proxy solicitor, Morrow Sodali, at Blackwells@morrowsodali.com or (800) 662-5200.

Sincerely,

/s/

Jason Aintabi

Managing Partner

Blackwells Capital LLC

About Blackwells Capital

Blackwells Capital is an alternative investment manager dedicated to global fundamental and special situation investing across capital structures. Founded in 2016 by Jason Aintabi, its Managing Partner, Blackwells’ investment approach is research-intensive, value-oriented and concentrated.