• 🚚 UNFI's ‘Lean Management’ Fuel Q1 Gains
• 🥬 BrightFarms Opens New Greenhouse 
• 💸 Mondelēz Approves $9B Share Repurchase
• 🤝 Deal Roundup
• 🔒 Walgreens Reportedly To Go Private

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This likely won’t be the last time we analyze Kroger/Albertsons’ proposed $24.6 billion mega-merger, but this update does mark the end of the deal ever being a possibility - for now at least. 

Today, Albertsons announced it has exercised its right to terminate the merger agreement and in a second, separate press release, shared that it has filed a breach of contract and breach of the covenant of good faith and fair dealing lawsuit in Delaware Chancery Court against Kroger. The official complaint is currently under seal. 

The news comes less than a day after a federal judge temporarily blocked the deal alongside rulings to implement permanent injunctions by an Oregon district court and a Washington state superior court. 

Albertsons is now looking to make itself whole again and is seeking “billions of dollars in damages from Kroger,” claiming that its shareholders have been denied the “multi-billion-dollar premium” it would have been paid if the deal went through, but instead have been subject to decreased value as a result of Kroger’s actions.    

On top of seeking payment of an immediate $600 million termination fee, Albertsons believes it is entitled to relief for the multiple years and hundreds of millions of dollars it dumped into pursuing the deal. By ending the deal, Albertsons is now able to entertain other strategic opportunities. 

Is there a strong case against Kroger? Albertsons claims that the federal and state court decisions were strongly swayed by Kroger’s actions including “repeatedly refusing to divest assets necessary for antitrust approval, ignoring regulators’ feedback, rejecting stronger divestiture buyers and failing to cooperate with Albertsons,” according to the press release. 

“Rather than fulfill its contractual obligations to ensure that the merger succeeded, Kroger acted in its own financial self-interest,” said Tom Moriarty, Albertsons’ general counsel and chief policy officer, in the release. “Kroger’s self-serving conduct, taken at the expense of Albertsons and the agreed transaction, has harmed Albertsons’ shareholders, associates and consumers. We are disappointed that the opportunity to realize the significant benefits of the merger has been lost on account of Kroger’s willfully deficient approach to securing regulatory clearance.”

Catch up on yesterday’s news and stay tuned for additional details on this latest development.

United Natural Foods Inc. (UNFI) has seen progress on its three-year, “lean management” framework intended to steer the company to better financial results, per its first-quarter 2025 earnings report yesterday.

• UNFI posted net sales of $7.9 billion with adjusted EBITDA increasing 14.5% to $134 million. 
• Wholesale volume was up 1.8% in the quarter, compared to down 3.6% in Q1 2024.
• Despite these “positive” results, the distributor still had a net loss of $21 million.
• Leadership emphasized the work being done to create a more efficient business by decentralizing its procurement and the consolidation of distribution centers nationwide.

💬 CEO Sandy Douglas also updated analysts on UNFI’s Simplified Supplier Approach (SSA) program which has been “broadly adopted” and offers better sales data tracking.

Read the full report on Nosh.

Indoor farming company BrightFarms has opened a 1.5 million sq. ft. greenhouse in Texas, creating more than 250 jobs and expanding its footprint to the South Central and Southwest U.S. The news comes as many indoor farming outfits have struggled and shut down. 

🥗 Cox Farms, parent company of BrightFarms and Mucci Farms, became North America’s largest greenhouse operator last month, covering more than 700 acres with revenues approaching $1 billion and employing a workforce of more than 2,500.

🗣️ What they said: "With the opening of our new greenhouse in Texas, we are taking another significant step toward securing a sustainable food supply. This milestone reinforces Cox's investment of over $2 billion in sustainable businesses and technologies, ensuring healthy, responsibly grown produce for generations to come.” – Steve Bradley, president of Cox Farms

Amid speculation of its potential acquisition of Hershey, the board of directors of Mondelēz International has approved a new share repurchase authorization of up to $9 billion of Class A common stock.

💲 The new authorization is effective between Jan. 1, 2025, and Dec. 31, 2027, and replaces the current $6 billion program, of which approximately $2.8 billion presently remains and would otherwise expire at the end of 2025.

🤔 The release highlights that the company remains committed to its capital allocation priorities, including “bolt-on” M&A activities similar to its recent acquisitions of Chipita, Clif and Ricolino.

🗣️ What they said: “Our new $9 billion share repurchase authorization reflects the strength of our business with robust profit dollar and cash flow growth to reinvest in brands and capabilities while also returning significant capital to our shareholders.” – Dirk Van de Put, chairman and CEO of Mondelēz

Catch Up Quick: Mondelēz Reportedly Exploring Hershey Takeover

🍫 SK Capital Partners announced its acquisition of Spectra Confectionery yesterday, a Toronto-based manufacturer of premium decorative toppings supplying sprinkles, chocolate vermicelli, non-pareils and sugar shapes to North America food distributors, bakeries and snack food companies. 

💵 iLevel Brands, a national sales and brand representation company specializing in the natural products industry, has sold to Hanson Faso Sales and Marketing for an undisclosed sum, according to a LinkedIn post by former CEO David Abrahams. 

🍿 Surya Foods has expanded its global snacking portfolio by taking a “major stake” in popped lotus seed producer Karma Bites, a fellow U.K. business. 

Walgreens Boots Alliance is reportedly in talks to sell itself to private equity firm Sycamore Partners, according to Reuters, citing sources familiar with the matter. A deal may be reached by early next year.

👀 The pharmacy chain operator’s shares surged 18% following the news, inflating its market capitalization to $9 billion. 

👎 Walgreens’ previous attempt to go private in 2019 – when it was valued at more than $55 billion – was unsuccessful. The drug store company has struggled recently due to weakened consumer demand and in October announced plans to close 1,200 stores over the next three years.

Monica Berg, the co-founder of world-renowned bar Tayēr & Elementary and modern liqueur brand MUYU, talks about how her background in bartending and hospitality shaped the creation and vision for both companies. She also shares her perspective on flavor trends and the drivers of new concepts and how she assesses innovation as it relates to new spirits and cocktail ingredients.

Listen to the episode now.