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Prospectus - SUPERVALU INC - 1/23/2006 - SUPERVALU INC - 1-23-2006

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Prospectus - SUPERVALU INC - 1/23/2006 - SUPERVALU INC - 1-23-2006 Powered By Docstoc
					SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K
CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): January 22, 2006

SUPERVALU INC.
(Exact Name of Registrant as Specified in Charter)

Delaware
(State or Other Jurisdiction of Incorporation)

1-5418
(Commission File Number)

41-0617000
(IRS Employer Identification Number)

11840 Valley View Road Eden Prairie, Minnesota
(Address of Principal Executive Offices)

55344
(Zip Code)

(952) 828-4000
Registrant’s telephone number, including area code

n/a
(Former Name and Address, If Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01 Other Events On January 22, 2006, SUPERVALU INC. (the ―Company‖), Albertson’s, Inc. (―Albertson’s‖), a consortium of investors including Cerberus Capital Management, L.P., Kimco Realty Corporation, Lubert-Adler Management, Inc. and Schottenstein Stores Corporation (such investors collectively, the ―Cerberus Group‖), and CVS Corporation (―CVS‖) entered into a series of agreements, pursuant to which, among other things, Albertson’s agreed to transfer assets and certain liabilities that relate to its standalone drug stores to CVS and to transfer assets and liabilities that are located in certain metro areas to the Cerberus Group, after which Albertson’s remaining business will be combined with Supervalu’s business by way of a series of mergers (the ―Transactions‖). On January 23, the Company issued a press release and a number of additional public statements detailing the Transactions. A copy of the press release and other public statements are included herein as Exhibits 99.1 through 99.8. These materials are incorporated herein by reference and the foregoing description of the Transactions is qualified in its entirety by reference to such materials. The information required by Items 1.01, 2.01 and 2.05 will be filed in a separate Current Report on Form 8-K. Item 9.01. Financial Statements and Exhibits (a ) (b ) (c ) Not applicable. Not applicable. Exhibits
Document Designation

Exhibit No.

99.1 99.2 99.3 99.4 99.5 99.6 99.7

News Release dated January 23, 2006. Investor Presentation, dated January 23, 2006. Script of Employee Announcement, dated January 23, 2006. Letter to Employees, dated January 23, 2006. Letter to Retailers, dated January 23, 2006. Letter to Vendors, dated January 23, 2006. The New SUPERVALU Fact Sheet, dated January 23, 2006.

SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 23, 2006 SUPERVALU INC. By: Name: Title: /s/ John Breedlove John P. Breedlove, Esq. Associate General Counsel and Corporate Secretary

EXHIBIT INDEX
Exhibit Number Description

99.1 99.2 99.3 99.4 99.5 99.6 99.7

News Release dated January 23, 2006. Investor Presentation, dated January 23, 2006. Script of Employee Announcement, dated January 23, 2006. Letter to Employees, dated January 23, 2006. Letter to Retailers, dated January 23, 2006. Letter to Vendors, dated January 23, 2006. The New SUPERVALU Fact Sheet, dated January 23, 2006.

Exhibit 99.1

FOR IMMEDIATE RELEASE

Filed by SUPERVALU INC. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SUPERVALU INC., File #1-5418 SUPERVALU, CVS AND A CERBERUS-LED GROUP AGREE TO ACQUIRE ALBERTSONS FOR $17.4 BILLION

SUPERVALU Will Buy Key Retail Operations Including Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, And Albertsons Banner Stores In The Intermountain, Northwest And Southern California Regions. The Acquisition Will Also Include The Related In-Store Pharmacies Under The Osco Drug And Sav-on Banners. Acquisition Triples SUPERVALU’s Retail Operations To Become Nation’s Second-Largest Supermarket Company. New SUPERVALU to Have Sales of Approximately $44 Billion and EBITDA of $2.7 Billion. Transaction Expected To Be Immediately Double-Digit Accretive To Diluted EPS Excluding One-Time Costs Related To The Transaction MINNEAPOLIS, January 23, 2006 — SUPERVALU (NYSE:SVU), CVS (NYSE:CVS) and an investment group led by Cerberus Capital Management, L.P., including Kimco Realty, Schottenstein Stores Corp., Lubert-Adler Partners and Klaff Realty, announced today that they have reached definitive agreements to acquire Albertson’s, Inc. (NYSE: ABS) for $17.4 billion in cash, stock and debt assumption. Under the terms of the agreements, Albertsons stockholders will receive $20.35 in cash and a fixed exchange ratio of 0.182 shares of SUPERVALU stock for each Albertsons share. The value of the SUPERVALU stock, based on a $32.65 average stock price using the 20 day trading average of the closing price of SUPERVALU stock through January 20, 2006, is $5.94 bringing total consideration per share to $26.29. The $17.4 billion purchase price assumes the settlement of the Albertsons Hybrid Income Term Security units (HITS). The boards of SUPERVALU, CVS and Albertsons, as well as the investment committees or equivalents of the Cerberus-led group, have approved the transaction. SUPERVALU will acquire the operations of Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, and Albertsons banner stores in the Intermountain, Northwest and Southern California regions. SUPERVALU will also acquire the related in-store pharmacies under the Osco and Sav-on banners. As a

result of the acquisition, which totals 1,124 stores, the new SUPERVALU will become the nation’s second-largest supermarket chain. CVS Corporation will acquire approximately 700 stand-alone Sav-On and Osco drugstores in southern California, the southwest and Midwest, as well as the distribution center in La Habra, California. CVS will also acquire Albertsons ownership interests in the drugstore real estate. The Cerberus-led group will acquire stores in Dallas/Ft Worth, Northern California, Florida, the Rocky Mountains and the Southwest. SUPERVALU’s total consideration is approximately $12.4 billion in stock, cash and the assumption of approximately $6.1 billion of Albertsons debt. Following the transaction, which is expected to close during summer 2006, approximately 65 percent of the new SUPERVALU will be held by existing SUPERVALU stockholders and approximately 35 percent will be held by Albertsons stockholders on a fully diluted basis reflecting options, awards and the settlement of the HITS. The new SUPERVALU will have approximately 224 million fully diluted common shares outstanding, compared to approximately 146 million fully diluted common shares outstanding today. Proforma combined Fiscal 2006 annual sales of the new SUPERVALU are expected to be approximately $44 billion; with approximately $2.7 billion of EBITDA. SUPERVALU EBITDA margins are expected to increase as a result of the combination by approximately 140 basis points, from 4.8% to 6.2%. An additional 30 to 40 basis point improvement is anticipated, reflecting $150 million to $175 million of pretax synergies by the end of the third full year. The planned synergies are primarily related to better economies of scale across the new retail footprint, optimization of the supply chain network and elimination of redundant costs. On an annual basis, the transaction is expected to immediately generate double-digit percent earnings per share accretion when excluding one-time costs related to the transaction. The transaction is subject to approval by both SUPERVALU and Albertsons stockholders as well as customary regulatory approvals. Jeff Noddle, chairman and CEO of SUPERVALU, will be chairman and CEO of the combined company. Noddle said, ―Today we have put in motion a series of actions that will dramatically transform SUPERVALU. We will realize a sizeable increase in our retail footprint and supply chain network, strengthening our ability to effectively compete in today’s challenging grocery industry. The combination of operations will create a premier food retail powerhouse of 2,656 stores from coast to coast, tripling the size of our current retail operations. By adding prestigious supermarket nameplates across the country, each with strong market presence in their respective regions, we will have the critical mass and footprint to leverage the combined operations to become a more profitable business.‖

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He continued: ―This acquisition is a strategic fit with SUPERVALU’s approach of operating a diversified portfolio of regional banners – locally managed and branded – with strong prevailing market shares. We are also, of course, thrilled to join forces with a highly skilled employee base and look forward to building on our combined strengths, cultures and historical roots.‖ ―We have successfully added retail banners to our portfolio of stores in the past and this gives us confidence that, with the collective leadership of SUPERVALU and the acquired retail operations, we will achieve the benefits of the combination – a company with better potential for growth and profitability than a stand-alone SUPERVALU. We believe we have acquired the right assets at the right price. I’d like to thank our partners in this transaction – both CVS and the Cerberus-led group – for their role in creating a unique arrangement that will truly benefit all our companies.‖ ―In summary,‖ he added, ―for both the SUPERVALU and Albertsons stockholders, this combination creates a very strong competitor with high market penetrations, tremendous brand equities, significant size and scale and sufficient financial flexibility.‖ SUPERVALU has received a binding commitment letter from the Royal Bank of Scotland for the necessary acquisition financing as well as the ongoing bank facility for the new SUPERVALU. Approximately $6.1 billion of Albertsons debt, including $0.7 billion of capital leases, will be assumed by the new SUPERVALU. SUPERVALU expects that its debt ratings will be downgraded; however the company is confident that the newly formed entity will generate sufficient free cash flow to support its debt service requirements and to improve its overall credit profile. The new SUPERVALU will not have significant debt maturities until Fiscal Year 2010. Lazard served as financial advisor and Wachtell, Lipton, Rosen & Katz served as legal advisor to SUPERVALU. Lehman Brothers, UBS Investment Bank and J.P. Morgan Securities Inc. were the financial advisors to the Cerberus-led group. Investment Community Conference Call and Webcast SUPERVALU will discuss this transaction on a live conference call and webcast to be held January 23, 2006 at 7:30AM Central Time / 8:30AM Eastern Time. Interested parties are encouraged to access the live webcast on the SUPERVALU website at www.supervalu.com. Interested parties also can participate in the live conference call domestically by dialing (877) 704-5391 or internationally by dialing (913) 312-1301. A replay of the call will be available until February

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10, 2006 by dialing (719) 457-0820. The replay passcode is 5522264. Copies of the presentation related to the transaction webcast will be available at SUPERVALU’s website. Media Conference Call – Q&A only SUPERVALU will also hold a conference call for the members of the media at 1:30PM Central Time / 2:30PM Eastern Time. The press can participate in the conference call domestically by dialing at (888) 802-2266 or internationally by dialing (913) 312-1270. About SUPERVALU INC. Celebrating its 135th year of fresh thinking, SUPERVALU INC., a Fortune 500 company, is one of the largest companies in the United States grocery channel. With annual revenues of approximately $20 billion, SUPERVALU holds leading market share positions across the U.S. with its 1,532 retail grocery locations, including licensed Save-A-Lot locations. With its Save-A-Lot format, the company holds the number one market position in the extreme value grocery retail sector. Through SUPERVALU’s geographically diverse supply chain network, the company provides distribution and related logistics support services to grocery retailers across the nation. In addition, SUPERVALU’s third-party logistics business provides end-to-end supply chain management solutions that deliver value for manufacturers, consumer products retailers and food service customers. SUPERVALU currently has approximately 57,000 employees. For more information about SUPERVALU visit http://www.supervalu.com . CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by SUPERVALU and Albertsons stockholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertsons operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertsons reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required,

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SUPERVALU undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. ADDITIONAL INFORMATION SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertsons, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertsons, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertsons and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertsons directors and executive officers is available in its proxy statement filed with the SEC by Albertsons on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions. ### CONTACTS: Investors: Yolanda Scharton Vice President, Corporate Communications & Investor Relations 952 828 4540 Yolanda.scharton@supervalu.com David Heinsch Investor/Analyst Relations 952-828-4225 Dave.heinsch@supervalu.com Media Relations Haley Meyer/John Anderson 952 828 4786 952-828-4515 Haley.meyer@supervalu.com media.contact@supervalu.com

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Creating a Retail Powerhouse
Investor Presentation
Filed by SUPERVALU INC. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SUPERVALU INC., File #1-5418 Exhibit 99.2

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Forward-Looking Statement
CAUTIONA RY STATEMEN TS RELEVA NT T O FORWARD-LOOKI NG INFORMATIO N FO R TH E PURPO SE O F “SAF E HARBO R” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar

expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that ma y cause actual results to differ materially, including required approvals by Supervalu and Albertsons shareholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertsons operations into Supervalu will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed

from time to time in each of Supervalu’s and Albertsons reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, Supervalu undertakes no obligation to update publicly any forward-looking statements, whether as a result of ne w information, future events or otherwise. ADDITIONAL INFORMATION Supervalu and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about Supervalu and Albertsons, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SE C that will be incorporated by reference in the joint proxy statement/prospectus can

also be obtained, free of charge, by directing a request to Supervalu, Inc., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertsons, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of Supervalu and Albertsons and other persons ma y be deeme d to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding Supervalu’s directors and executive officers is available in its proxy statement filed with the SE C by Supervalu on Ma y 12, 2005, and information regarding Albertsons directors and executive officers is available in its proxy statement filed with the SEC by Albertsons on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

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Transaction Overview
• SUPERVALU, CVS and Cerberus-led investment group to acquire Albertsons for $17.4 billion in cash, stock and assumption of debt.
– SUPERVALU to acquire Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, and 569 Albertsons stores, as well as in-store pharmacies under the Osco Drug and Sav-on names. The Albertsons stores are located in Idaho, Southern California, Nevada, Utah and the northwestern United States. – CVS to acquire stand - alone pharmacy operations. – Cerberus and its partners, Kimco Realty and Schottenstein Realty, to acquire remaining retail properties.

• SUPERVALU’s consideration equals approximately $12.4B.
– $3.8B in cash – $2.5B in stock – $6.1B assumption of debt

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SUPERVALU Transaction Highlights
To be acquired by Cerberus Dallas Ft. Worth, Florida, Northern California, Rocky Mountain and Southwest OTHER RETAIL PROPERTIES To be acquired by CVS STAND-ALONE DRUG

ALBERTSO NS To be acquired by SUPERVALU Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, and 569 Albertsons stores, as well as in-store pharmacies under the Osco Drug and Sav-on names.

FOOD RETAILING Total Stores: 1,126 FY 2006E Revenues: $24.5B FY 2006E EBITDA: $1.77B % Margin 7.2%

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The Right Deal at the Right Time
• Years of operational and financial staging have prepared us
– Strong regional chains – Local market strategy – Strong supply chain backbone – Empowered local management teams

• Proven ability to manage a variety of retail formats • Track record of successful integration of acquisitions

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Strategic Overview
• Transformational in scale and scope. – Doubles SUPERVALU’ s revenue to $44 billion proforma (FY’ 06E). – Triples SUPERVALU’ S Food Retail revenues to $35 billion proforma (FY’ 06E). – Almost triples SUPERVALU’ s EBITD A to $2.7 billion proforma (FY’ 06E). • Enhances industry ranking – Elevates

SUPERVA LU to the No. 2 spot in the grocery industry – measured by revenue. – Ne w SUPERVALU will have the nation’s largest grocery network with 2,653 stores. • Adds leading positions in key markets across the United States. – Obtains leading positions in Boston, Chicago, Las Vegas, Los Angeles, Orange County, Philadelphia and San Diego. • Expands SUPERVALU’s supply chain footprint. • Provides synergies of approximately $150-175 million pretax to the ne w SUPERVAL U. • Significantly changes SUPERVALU ’s business mode l with expanded retail operations, providing enhanced growth prospects. – 89% of Company’s EBITDA will be in the higher-growth retail segment.

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Strengthening Our Business
SUPERVA LU $.3B 33 %
EBITDA: $.9B EBITDA: $2.7B $.3B 11 %

$2.4B 89 % $9 B 20 %
Revenue: $44B

$35B 80 %
Retail

Revenue: $19B

$.6B 67 % NE W SUPERVALU Proforma $9

B 47 % $10B 53 %
Supply Chain Retail Supply Chain Retail Supply Chain Retail Supply Chain

Reflects SUPERVALU First Call and Albertsons management estimates for Fiscal 2006

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SUPERVALU’s Current Footprint
• SUPERVALU has a retail or distribution presence in 42 states, and is predominately focused in the East, Southeast and Midwest
(1) Includes 27 TLC owned or managed facilities

Supermarkets Extreme Value Stores Price Superstores Supply Chain Services/ Distribution Centers
(1) Texas New Mexico Colorado Wyomin g Montana Idaho California Arizona Nevada Utah Washington Oregon North Dakota South Dakota Nebraska Kansas Oklahoma Arkansas Missouri Iowa Minnesota Michigan Wisconsin Illinois Indiana Ohio Pennsylvania New York Kentucky Tennessee Louisiana Mississippi Alabama Georgia Florida Maine South Carolina North Carolina Virginia West Virginia Massachusetts New Hampshire Vermont Connecticut New Jersey Delaware Maryland Rhode Island 18 23

15 5 6 1 89 31 64 20 48 1 18 7 3 7 117 1 18 20 39 12 92 62 1 22 53 22 9 43 4 105 16 18 55 13 3 9 103 1 19 22 40 39 17 7 3 2 1 3 3 1 2 2 5 6 3 2 1 1 4 3 1 4 2 1 8 2 2 9 7 2 14 1 2 37 1 17 1 3 1 1 1

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Current Footprint of To-Be Acquired Retail Stores
Banners Combination / Conventional Stores
85 55 Oregon Washington Montana Idaho Utah Arizona New Mexico Colorado Wyomin g North Dakota South Dakota Nebraska Kansas Missouri Oklahoma Texas Arkansas Louisiana Iowa Minnesota Wisconsin Illinois Indiana Ohio Michigan Kentucky Tennessee Mississippi Alabama Georgia South Carolina North Carolina Virginia West Virginia Pennsylvania New York Vermont Maine Ne w Hampshire Massachusetts Rhode Island Connecticut New Jersey Delaware Maryland Florida 43 34 49 1 1 2 1 15 180 6 53 18 23

35 94 17 25 61 12 8 32 85 279 California Nevada

Northwestern / Intermountain Southern California

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Proforma Operations Footprint of new SUPERVALU
Will have a retail presence in 48 states and the District of Columbia
Supermarkets Supply Chain Services/ Distribution Centers
(1)

Supermarkets Price Superstores Extreme Value Stores SUPERVA LU New Banners
Texas New Mexico Colorado Wyomin g Montana Idaho California Arizona Nevada Utah Washington Oregon North Dakota South Dakota Nebraska Kansas Oklahoma Arkansas Missouri Iowa Minnesota Michigan Wisconsin Illinois Indiana Ohio Pennsylvania New York Kentucky Tennessee Louisiana Mississippi Alabama Georgia Florida Maine South Carolina North Carolina Virginia West Virginia Massachusetts New Hampshire Vermont Connecticut New Jersey Delaware Maryland Rhode Island 18

23 15 5 6 1 89 31 64 20 48 1 18 7 3 7 117 1 18 20 39 12 92 62 1 22 53 22 9 43 4 105 16 18 55 13 3 9 103 1 19 22 40 39 17 7 3 2 1 3 3 1 2 2 5 8 3 2 1 1 5 3 1 6 1 2 1 8 2 2 9 7 2 14 1 2 37 1 17 1 279 55 85 34 43 47 32 2 180 15 6 1 2 61 53 94 16 25 35 18 12 8 22 1 1 3 1 1 1

1 1 1 1

(1) Includes 27 TLC owned or managed facilities Northwestern / Intermountain Southern California

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Second-largest grocery retailer in the United States, operating numerous well-known national and regional banners.

Food Retailing Operations to be Acquired by SUPERVALU
BANNE RS DESCRIPTIO N STORE S KEY MARKETS

134
Delaware, Maryland, Pennsylvania and New Jersey; largely concentrated in the Philadelphia metropolitan area For more than a century, Acm e has built a reputation for quality products, low prices and friendly service. Acme holds the No. 1 market share in Philadelphia. Stores include conventional supermarkets and combination food and drug stores under the Acme Sav-on banner.

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Southern California This upscale southern California gourmet and specialty food retailer is known for its innovative

approach to grocery retailing. A unique atmosphere, specialty items and friendly service have won it numerous awards. Northwestern / Intermountain

258
Idaho, Montana, Nevada, Utah, Oregon and Washington; largely concentrated in Boise, Portland, Salt Lake City and Seattle metropolitan areas With No. 1 market share in Boise and Salt Lake City, Albertsons is the leading grocery chain in much of this region with conventional supermarkets and combinations food and drug stores. These combination stores offer a convenient one-stop shopping experience. Southern California

311
California and Nevada; largely concentrated in the metropolitan areas of Las Vegas, Los Angeles, Orange County and San Diego With the leading share in fast-growing metropolitan areas like Las Vegas, Orange County and San Diego, these Albertsons banner stores include conventional supermarkets and combination stores under the Albertsons/Sav-on banner.

210
Shaw’s and Star Market are both well-established in the New England market. With roots reaching back to the Civil War, Shaw’s ranks No. 2 in the Boston Market. Stores include conventional supermarkets and Shaw’s Osco combination food and drug stores. Six New England states; largely concentrated in Boston, Hartford and Providence metropolitan areas

200
Illinois, Indiana and Wisconsin; largely concentrated in the Chicago and Milwaukee metropolitan areas Prime locations, one-stop shopping services and a loyal customer base have helped give Jewel-Osco the

No. 1 market share in the Chicago area. Stores include conventional Jewel supermarkets and combination food and drug stores under the Jewel-Osco banner.

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For more than a century, Acme has built a reputation for quality products, low prices and friendly service. Stores include conventional supermarkets and combination food and drug stores under the Acme Sav-On banner.
Number of Stores Key Markets 134 Delaware, Maryland, Pennsylvania and New Jersey; largely concentrated in the Philadelphia metropolitan area

No. 1 in Philadelphia

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Bristol Farms is an upscale southern California gourmet and specialty food retailer known for its innovative approach to grocery retailing. Bristol Farms’ unique atmosphere, specialty items and friendly service have led to numerous awards.
Number of Stores Key Market 11 Southern California

Upscale, Gourmet

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Prime locations, one-stop shopping services and a loyal customer base have helped make Jewel-Osco a household name. Stores include conventional Jewel supermarkets and combination food and drug stores under the Jewel-Osco banner.
Number of Stores Key Markets 200 Illinois, Indiana and Wisconsin; largely concentrated in Chicago and Milwaukee metropolitan areas

No. 1 in Chicago

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Northwestern / Intermountain Albertsons is the leading grocery chain in much of the Northwestern and Intermountain regions. Albertsons conventional supermarkets and combination food and drug stores offer a convenient, one-stop shopping experience.
Number of Stores Key Markets 258 Idaho, Montana, Nevada, Oregon, Utah and Washington; largely concentrated in Boise, Portland, Salt Lake City and Seattle metropolitan areas

No. 1 in Boise, Salt Lake City

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With roots reaching back to the Civil War, Shaw’s Supermarkets and Star Market are both well-established in the New England market. Stores include conventional supermarkets and Shaw’s Osco combination food and drug stores.
Number of Stores Key Markets 210 Six New England states; largely concentrated in Boston, Hartford and Providence metropolitan areas

No. 2 in New England

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Southern California Albertson’s Southern California region is one of the fastest-growing divisions of Albertsons, with stores located in some of the most rapidly expanding cities in the country. Stores include conventional supermarkets and combination stores.
Number of Stores Key Markets 311 California and Nevada; largely concentrated in Las Vegas, Los Angeles, Orange County and San Diego metropolitan areas

No. 1 in Las Vegas, Orange County

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Key Financial Highlights
• SUPERVALU’s consideration equals approximately $12.4B.
– $3.8B in cash – $2.5B in stock – $6.1B assumption of debt

• EBITDA multiple of 7.0X • Newly capitalized company will be formed, comprised of:
– SVU shareholders – approximately 65% – ABS shareholders – approximately 35%

• SUPERVALU will continue to pay dividends. • Expected to close by summer 2006.

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Ne w SUPERVALU Provides
:

Broad-based Future Growth Potential and Immediate Diluted Earnings Per Share Accretion on Annualized Basis Excluding One-Time Costs
• Expect transaction to be immediately double-digit accretive when excluding one-time costs of approximately $125 million. • Proforma FY’06 EBITDA margins increase 140 basis points from 4.8% to 6.2% through combination. • EBITDA margins expected to increase by additional 30 40 basis points to 6.5% 6.6% after combined entity synergies of $150-175 million realized.

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Looking at the Impact Another Way
0 1 2 3 4 5 6 7 EBITDA % Compared to our Peers
6.2% 5.9% 5.4% 4.8% * First Call a nalyst estimates for Fiscal 2006

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Synergies of the New SUPERVA LU
Approximately $150-$175 million of pretax synergies by the end of the third full year. Supply Chain Optimization Retail Leverage and Efficiencies Corporate Synergies $25-$30 million $75-$85 million $50-$60 million Total Synergies $150-$175 million

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Illustrative EPS Accretion
+35 % +17 %
Accretion 224 $3.02 $677 1,110 (995) (745) 150 $2,700
Combined with Synergies

$2.61 $2.24 EP S
$ in million except EPS

224 78 146 Share Count Fully Diluted $585 $265 $320 Net Income 960 452 508 Pretax (995)

(683) (312) Depreciation/Amortization (745) (630) (115) Net Interest Expense Synergies $2,700 $1,765* $935 EBITD A
Combined w/o Synergies Combination Adjustments SUPERVA LU F’06E First Call * EBITDA represents Albertsons management estimates for Fiscal 2006

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Debt/EBITDA Illustrative Combined Leverage
$ in million

3.6 4.6 1.8 Debt/EBITDA 2,700 1,765 935 EBITD A 9,718 8,035 1,683 Debt Combined Combination Adjustments SUPERVA LU FY’06 E
EBITD A represents SUPERVA LU First Call and Albertsons management estimates for Fiscal 2006

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Illustrative Combined Free Cash Flow
(Excluding One-Time Transaction Costs)
$ in million

540 371 169 Free Cash Flow (925) (550) (375) Cash Capital Expenditures (150) (62) (88) Dividends (375) (187) (188) Income Taxes (710) (595) (115) Interest (cash) 2,700 1,765* 935 EBITD A Combined Combination Adjustments SUPERVA LU F’06E First Call
* EBITDA represents Albertsons management estimates for Fiscal 2006

25

Illustrative Combined Key Metrics
224 M N/A 146 M Share Count Fully Diluted 65 % N/A 39 % Debt-to-Capital Ratio $1.1B $650 M $450 M Capital Spending 6. 2% 7.2% 4.8% EBITDA Margins $2.7B $1.77B $0.9B EBITD A $43.8B $24.5B $19.3B Revenue 198,000 144,000 54,000 Employees 896 722 174 In-store Pharmacies 2,656 1,124 1,532 Store Network

Ne w SUPERVA LU Business to be Acquired SUPERVA LU

EBITD A is SUPERVALU’ s First Call and Albertsons management estimates for Fiscal 2006

26

Next Steps
• Earn regulatory approvals • Issue proxy, gain shareholder approval • Transition planning underway • Close summer 2006 • Launch transition plan post-close – In full coordination with future management team – Be paced and thoughtful – Complete in three years – Synergies fully implemented by end of the third year

27

THE NEW
• Become No. 2 grocery retailer in the nation. • Leverage size and scale of supply chain enterprise. • Expand broad portfolio of industry’s best regional nameplates. • Acquire desirable assets: Great Brands, Great Locations, Great People. • Realize synergy potential through better procurement scale, optimized supply chain and retail expertise. • Maximize growth opportunity that is exceptional and deliverable.
– Significantly enhanced business model with higher EBITDA margins, EPS and cash flow generation

Formidable Retail Powerhouse

28

THE NEW
Northwestern / Intermountain Southern California

Exhibit 99.3 Filed by SUPERVALU INC. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SUPERVALU INC., File #1-5418 SVU-NEWS Line Script for Jeff Noddle 1/21/06 word count: 790 Week of January 23 Jeff Noddle: Hello, I’m Jeff Noddle and welcome to SVU-News. I’m particularly glad that you could join us today, especially all of you from the Alberstons organization. I’d like to talk about the exciting, once-in-a-lifetime opportunity that faces all of us – the proposed acquisition of key Albertsons retail operations. Included are the premier banners of Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, as well as all Albertsons banner stores in the Intermountain, Northwest and Southern California regions. In addition, all the in-store pharmacies under the Osco and Sav-on banners are also included. We operate in one of the most competitive businesses in America today. Success in our industry depends not only on our day-to-day performance, high standards and values, and respect for each other, but also on a vision that embraces ―fresh thinking‖ and a passion to grow. Thus, when an opportunity such as this comes along, we must be prepared to act. This transaction is a good strategic fit and a good geographic fit for SUPERVALU, tripling the size of our retail operations and transforming us into the second-largest grocery retailer in the country. The new SUPERVALU will operate with the largest fleet of retail stores in the U.S. grocery industry. These key retail operations mesh well within our business strategy. The stores are highly respected by consumers in their regions. Additionally, this acquisition expands our reach, allowing us to immediately enter major established markets like Boston, Las Vegas, Los Angeles, Orange County, Philadelphia and San Diego with significant market share and the scale necessary to compete successfully. It’s a great geographical fit because we’re able to expand

our footprint with very little overlap. Albertsons’ concentration in the West and Northeast complements our strong Midwest and East coast operations. The addition of more than 1,100 new stores to our retail fleet will also increase our ability to leverage the size and scale of our supply chain backbone. We have great respect for the caliber of Albertsons employees. Those of you who have shopped in these stores have likely experienced this first-hand. Alberstons associates are highly skilled, seasoned professionals with a true understanding of customer service. We realize that the last few months have been full of uncertainty. We are look forward to joining with Albertsons to create a new SUPERVALU. We are excited by the prospects of working and learning together. I’ve told you some of the reasons why I feel this acquisition is right for the company but I also believe it is good for our customers and our communities. Like us, the employees at Albertsons, Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets and Star Markets are deeply committed to serving their customers and also share our commitment to community. Many of these stores have deep roots and a long heritage in their local communities. Our regional approach to grocery retailing will dovetail well with these new banners as they continue to support the cities and towns in which the stores are located. From a financial perspective, we expect our annual sales to be approximately $44 billion, moving us to among the top Fortune 50 companies. We fully anticipate strong financial performance from the combination. You’ve heard lots of facts regarding this transaction, but what does it all mean? At the close of this deal, which is expected this summer, we will be the second-largest grocery retailer in the United States. With more of our

SUPERVALU revenues coming from Retail – 80% instead of 53% – we will have a more profitable business mix. We will have transformed ourselves from our original 19 century roots in grocery wholesaling into a dynamic 21 century grocery retail powerhouse.
th st

The transaction significantly increases the size of our workforce, and we will gain many new talented and experienced associates in the process. By tapping the knowledge of our new employees, sharing the retail best practices from both heritage companies and combining it with SUPERVALU’s well-recognized expertise in Supply Chain Services, we will have the opportunity to become THE premier U.S. grocer for the 21 century.
st

Opportunity almost always requires change. It is our ability to embrace change and respond to opportunity that has inspired our motto of tradition, excellence and future promise. While the potential of this acquisition is exciting, there is a lot of work ahead. I am counting on your continued commitment, focus and dedication on our journey together as we transform our company into the next chapter of SUPERVALU. We anticipate that it will take months to finalize this transaction and get required shareholder and regulatory approval. In the weeks and months ahead, I will do my best to keep you informed of our progress. And don’t forget to tune into SVU-News for ongoing updates. Thank you for joining us today.

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by SUPERVALU and Albertsons stockholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertsons operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertsons reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, SUPERVALU undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. ADDITIONAL INFORMATION SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertsons, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertsons, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertsons and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertsons directors and executive officers is available in its proxy statement filed with the SEC by Albertsons on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

Exhibit 99.4 Jeff Noddle Chairman of the Board and Chief Executive Officer SUPERVALU INC. Filed by SUPERVALU INC. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SUPERVALU INC., File #1-5418

PO Box 990 Minneapolis, MN 55440 January 23, 2006 Dear SUPERVALU Employees, Today we have an unprecedented opportunity to grow our company in a truly transformational way. In partnership with CVS and an investment group led by Cerberus Capital Management, L.P., including Kimco Realty, Schottenstein Stores, Corp., Lubert-Adler Partners and Klaff Realty, we will be buying Albertson’s, Inc. Through this transaction, SUPERVALU will acquire key retail operations including Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, Albertsons banner stores in the Intermountain, Northwest and Southern California regions, as well as in-store pharmacies under the Osco and Sav-on banners. An opportunity of this magnitude doesn’t come along often. When it does, we must pursue it. We feel that this acquisition is good for our customers, our communities and our company. Let me tell you why. • This acquisition will triple the size of our retail operations, making us the second-largest grocery retailer in the U.S. This increased scale will give us additional leverage to provide increased value to both our Retail and Supply Chain Services customers. These well-known brands have strong market shares and long-standing reputations in their respective regions. This acquisition is a good geographic fit, allowing us to immediately enter major established markets like Boston, Las Vegas, Los Angeles, Orange Country, Philadelphia and San Diego with the scale necessary to compete. Albertsons and SUPERVALU have much in common: deep roots in local communities, proven expertise in grocery retailing, and strong commitment to customer service.

•

•

By combining the assets, talented workforce and heritage of Albertsons with SUPERVALU, we will be able to bring the best together to create a national retail powerhouse. We remain committed to our many partners: our local communities, our supply chain customers, our franchisees and licensees, and our suppliers. Unfortunately, we also announced today the sale of 26 Cub Foods stores in the Chicago area. The remaining Cub East stores will join the Cub West organization. After careful consideration, it was clear that selling the stores was the right decision to alleviate market overlap with Jewel locations.

The acquisition is subject to shareholder vote and regulatory approval but should be finalized this summer. In the meantime, we will do our best to update you on its progress. I’ll be holding a special videoconference on the subject tomorrow. I also encourage you to call SVU-News* for more details regarding the transaction. While the promise of this acquisition is exciting, there is a lot of work ahead. I thank you for your commitment and support as we transform SUPERVALU into America’s premier grocer. Sincerely,

* Because of anticipated call volume, the SVU-News message has been recorded on a special number. To listen, call 800-642-1687 (conference ID 4649508).

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by SUPERVALU and Albertsons stockholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertsons operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertsons reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, SUPERVALU undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. ADDITIONAL INFORMATION SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertsons, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertsons, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertsons and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertsons directors and executive officers is available in its proxy statement filed with the SEC by Albertsons on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

Exhibit 99.5 Jeff Noddle Chairman of the Board and Chief Executive Officer SUPERVALU INC. Filed by SUPERVALU INC. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SUPERVALU INC., File #1-5418

PO Box 990 Minneapolis, MN 55440 952 828 4173 Fax 952 828 4336 January 23, 2006 Dear SUPERVALU Retailers, The competitive landscape in the United States changes daily. We find ourselves constantly reinventing who we are while maintaining our rich, illustrious heritage. Today, I am pleased to announce that SUPERVALU is taking a significant step forward on a journey that will allow us to become one of the premier grocery companies in the nation. In partnership with CVS and an investment group led by Cerberus Capital Management, L.P., we will be buying Albertson’s, Inc. SUPERVALU will acquire key retail operations from Albertsons including Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, as well as all Albertsons banner stores in the Intermountain, Northwest and Southern California regions. Also included are all the in-store pharmacies under the Osco and Sav-on banners. We have also sold 26 Cub Foods stores – 24 in the Chicago area and the Loves Park and Bloomington, Ill. stores – to the Cerberus-led investment group. The remaining 10 Cub Foods stores in Wisconsin and Illinois are not part of the agreement and will continue to be owned by SUPERVALU. The sale of these 26 Cub Foods stores and their in-store pharmacies is complete; the acquisition of Albertson’s, Inc., which is subject to shareholder and regulatory approval, is expected to close this summer. This strategic move greatly enhances our opportunity to serve customers well into the 21 century by combining the assets, workforce and heritage of Albertsons with SUPERVALU. In the process, we remain diligently committed to our many partners: our local communities, supply chain customers, franchisees, licensees and suppliers.
st

Today’s news signals not only an increase in our internal retail expertise, but also an expansion of our geographic footprint that will add to our supply chain network. With these enhancements, we can confidently support you with industry-leading service levels and a best-in-class suite of services. Although it is too early to tell specifically how we all will benefit from the changes that are rapidly approaching, I can assure you that we will continue to operate with your best interests in mind. We believe in our mission of serving you better than anyone else can. The promise of this announcement is exciting, and yet there is a lot of work ahead. We invite you to learn more

about this acquisition by visiting our Web site at www.supervalu.com. We look forward to working with you as we transform SUPERVALU into America’s premier grocery company. Sincerely,

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by SUPERVALU and Albertsons stockholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertsons operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertsons reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, SUPERVALU undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. ADDITIONAL INFORMATION SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertsons, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertsons, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertsons and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertsons directors and executive officers is available in its proxy statement filed with the SEC by Albertsons on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

Exhibit 99.6 Jeff Noddle Chairman of the Board and Chief Executive Officer

SUPERVALU INC.

Filed by SUPERVALU INC. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SUPERVALU INC., File #1-5418

PO Box 990 Minneapolis,MN 55440 952 828 4173 Fax 952 828 4336 January 23, 2006 Dear SUPERVALU Vendors, The competitive landscape in the United States changes daily. We find ourselves constantly reinventing who we are while maintaining our rich, illustrious heritage. Today, I am pleased to announce that SUPERVALU is taking a significant step forward on a journey that will allow us to become one of the premier grocery companies in the nation. In partnership with CVS and an investment group led by Cerberus Capital Management, L.P., we will be buying Albertson’s, Inc. SUPERVALU will acquire key retail operations from Albertsons including Acme Markets, Bristol Farms, Jewel-Osco, Shaw’s Supermarkets, Star Markets, as well as all Albertsons banner stores in the Intermountain, Northwest and Southern California regions. Also included are all the in-store pharmacies under the Osco and Sav-on banners. We have also sold 26 Cub Foods stores – 24 in the Chicago-area and the Loves Park and Bloomington, Ill. stores – to the Cerberus-led investment group. The remaining 10 Cub Foods stores in Wisconsin and Illinois are not part of the agreement and will continue to be owned by SUPERVALU. The sale of these 26 Cub Foods stores and their in-store pharmacies is complete; the acquisition of Albertson’s, Inc., which is subject to shareholder and regulatory approval, is expected to close this summer. This strategic move greatly enhances our opportunity to serve customers well into the 21 century by combining the assets, workforce and heritage of Albertsons with SUPERVALU. In the process, we remain diligently committed to our many partners: our local communities, supply chain customers, franchisees, licensees and suppliers.
st

We have enjoyed long, healthy relationships with our vendor partners, and we look forward to continuing those ties with you. As more details emerge about how our expanded company will operate, our local business units will be in contact with you. We invite you to learn more about this acquisition by visiting our Web site at www.supervalu.com. In

the meantime, I hope you will join me as we celebrate the new day at SUPERVALU. We look forward to working with you as we transform SUPERVALU into America’s premier grocery company. Sincerely,

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by SUPERVALU and Albertsons stockholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertsons operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertsons reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, SUPERVALU undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. ADDITIONAL INFORMATION SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertsons, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertsons, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertsons and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertsons directors and executive officers is available in its proxy statement filed with the SEC by Albertsons on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.

Exhibit 99.7 Filed by SUPERVALU INC. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: SUPERVALU INC., File #1-5418

CAUTIONARY STATEMENTS RELEVANT TO FORWARD-LOOKING INFORMATION FOR THE PURPOSE OF “SAFE HARBOR” PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 Except for the historical and factual information contained herein, the matters set forth in this filing, including statements as to the expected benefits of the acquisition such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position of the combined company, and other statements identified by words such as “estimates,” “expects,” “projects,” “plans,” and similar expressions are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including required approvals by SUPERVALU and Albertsons stockholders and regulatory agencies, the possibility that the anticipated benefits from the acquisition cannot be fully realized or may take longer to realize than expected, the possibility that costs or difficulties related to the integration of Albertsons operations into SUPERVALU will be greater than expected, the impact of competition and other risk factors relating to our industry as detailed from time to time in each of SUPERVALU’s and Albertsons reports filed with the SEC. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Unless legally required, SUPERVALU undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events or otherwise. ADDITIONAL INFORMATION SUPERVALU and Albertsons will file a joint proxy statement/prospectus with the Securities and Exchange Commission (SEC). INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS WHEN IT BECOMES AVAILABLE BECAUSE IT WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain the joint proxy statement/prospectus, as well as other filings containing information about SUPERVALU and Albertsons, free of charge, at the website maintained by the SEC at www.sec.gov. Copies of the joint proxy statement/prospectus and the filings with the SEC that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, free of charge, by directing a request to SUPERVALU INC., 11840 Valley View Road, Eden Prairie, Minnesota, 55344, Attention: Corporate Secretary, or to Albertsons, Inc., 250 East Parkcenter Boulevard, Boise, Idaho, 83706-3940, Attention: Corporate Secretary. The respective directors and executive officers of SUPERVALU and Albertsons and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding SUPERVALU’s directors and executive officers is available in its proxy statement filed with the SEC by SUPERVALU on May 12, 2005, and information regarding Albertsons directors and executive officers is available in its proxy statement filed with the SEC by Albertsons on May 6, 2005. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained the joint proxy statement/prospectus and other relevant materials to be filed with the SEC when they become available. Investors should read the joint proxy statement/prospectus carefully when it becomes available before making any voting or investment decisions.