Note 3 Merger

On November 19, 2013, Spartan Stores, Inc. completed a merger with Nash-Finch, a food distribution company serving military commissaries and exchanges and independent grocery retailers as well as an operator of retail grocery stores.

The merger was accounted for under the provisions of FASB Accounting Standards Codification Topic 805, “Business Combinations.” The related assets acquired and liabilities assumed were recorded at estimated fair values on the acquisition date.

The following table summarizes the fair values of the assets acquired and liabilities assumed on November 19, 2013. During the measurement period, which will end on November 18, 2014, net adjustments of $6.9 million have been made to the fair values of the assets acquired and liabilities assumed with a corresponding adjustment to goodwill. These adjustments are summarized in the table presented below. The accompanying condensed consolidated balance sheet as of December 28, 2013 has been retrospectively adjusted to reflect these adjustments made as of November 19, 2013 as required by the accounting guidance for business combinations. The valuation process is not complete and the final determination of the fair values may result in further adjustments to the values presented below:


(In thousands)	Initial Valuation		2014 Adjustments to Fair Value			July 12, 2014
Current assets	$	790,296	$	(2,788	)	$	787,508
Property and equipment		369,495		(22,995	)		346,500
Goodwill		43,584		6,872			50,456
Intangible assets		10,750		19,300			30,050
Other		38,160		—			38,160

Total assets acquired		1,252,285		389			1,252,674
Current liabilities		353,484		(14	)		353,470
Other long-term liabilities		81,047		(353	)		80,694
Long-term debt and capital lease obligations		438,140		756			438,896

Total liabilities assumed		872,671		389			873,060

Net assets acquired	$	379,614	$	—		$	379,614

During the second quarter ended July 12, 2014, management of the Company made revisions to the cash flow projections to correct the allocation between certain reporting units related to the valuation analysis completed in 2013. Management has concluded that the purchase accounting effect of the revisions is not material to the consolidated financial statements for any period presented. As a result of the revisions, we have decreased property and equipment by $23.0 million, while increasing intangible assets by $19.3 million and increasing goodwill by $3.7 million.

The excess of the purchase price over the fair value of net assets acquired of $50.5 million was preliminarily recorded as goodwill in the condensed consolidated balance sheet and allocated to the Food Distribution segment. The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of Nash-Finch. No goodwill is expected to be deductible for tax purposes.

Intangible assets acquired are currently valued as follows:


(In thousands)	Intangible Assets		Useful Life
Trade names	$	6,700		Indefinite
Customer lists		5,200		7 years
Customer relationships		13,500		20 years
Favorable leases		4,650		7 to 22 years

	$	30,050

The following supplemental pro forma financial information presents sales and net earnings as if the Nash-Finch Company was acquired on the first day of the 28-week period ended July 20, 2013. This pro forma information is not necessarily indicative of the results that would have been obtained if the acquisition had occurred at the beginning of the 28-week period presented or that may be obtained in the future.


	July 20, 2013
(In thousands)	12 weeks ended		28 weeks ended
Net sales	$	1,867,080	$	4,132,219
Net earnings		17,519		28,106