BUTTREY RECEIVES ACQUISITION PROPOSAL

ELLIOT ZWIEBACH

GREAT FALLS, Mont. -- Buttrey Food & Drug here said last week it has received an acquisition proposal of $10 per share in cash for its 8.6 million outstanding shares of common stock. The acquisition price would be $86 million, plus assumption of $43.9 million of debt.

Buttrey officials declined to name the company that made the proposal or discuss details of the proposed deal. However, one observer told SN, "The proposed buyer has got to be an industry player who can bring synergies to the Buttrey operation." Buttrey shares were selling at $9 per share on the NASDAQ market at the time of the announcement.

Industry observers told SN they believe the buyout offer probably came from a company with stores that compete with

Buttrey, such as Albertson's, Boise, Idaho; Safeway, Oakland, Calif., or Supervalu, Minneapolis. The offer also might have come from an operator with stores in areas contiguous to Buttrey's, such as Associated Grocers, Seattle, or Smith's Food & Drug Centers, Salt Lake City. Spokesmen for Albertson's, Safeway, Supervalu and Associated Grocers declined comment. Those at Smith's could not be reached for comment. Buttrey, the largest operator in Montana, has 39 stores -- 30 in Montana, seven in Wyoming and two in North Dakota -- plus three distribution centers in Montana and one in Utah. Sales for the year ended Jan. 28 were $382.1 million. In a statement, Buttrey said the proposed transaction is contingent upon "satisfactory completion of due diligence, negotiation of a definitive agreement, approval by Buttrey's board of directors and receipt of regulatory approvals." Brad Freeman, principal in Freeman Spogli & Co., Los Angeles, declined to comment on the proposed acquisition. Freeman Spogli -- the investment banking firm that owns the majority of Buttrey shares -- has been seeking a buyer for Buttrey for several months, industry observers told SN.