Exhibit 99.4
I. Employee Broadcast Script
Audience: DIVISION TEAMS & STORE DIRECTORS: Stand Alone Drug Stores
Kevin Tripp on Camera:
Hello, and thank you for joining me today. As you have all heard by now, Albertsons announced this
morning that the company has entered into a definitive agreement to sell all of the stand alone
drug stores to CVS Pharmacy, as well as the La Habra distribution center. The in-store pharmacies
branded Sav-on and Osco will be sold to buyer of the food stores in their respective divisions.
I understand that this is a lot of information to absorb, and while change can be exciting, I
recognize that it can also be unsettling. But I firmly believe the changes that we are making
today will mark the beginning of a very exciting new chapter in our companys history.
Our team works hard every day to ensure were an industry leader in the areas of market value,
scale, profitability, customer service, pharmacy excellence, and associate satisfaction. You are
committed to our vision, to our mission, and to our core values ... and because of that I am proud
to be your leader! In each of our markets today, we face different challenges as we strive to
reach our vision. We must continue to look at our customers needs and make the changes needed to
survive in this fiercely competitive retail environment.
By joining the CVS Pharmacy team, our division will become a part of a national pharmacy retail
powerhouse ... which following completion of the transaction, will operate approximately 6,200
stores across 42 states and the District of Columbia.
By acquiring our stand alone drug stores, CVS Pharmacy will be able to expand its business into
Southern California and increase its presence in the Southwestern and Midwestern states.
Joining the CVS Pharmacy team opens up for our division the tremendous opportunity to become a part
of a very successful company that shares many of the same core values and strategic imperatives
that have helped us to be successful in the markets we serve.
Like our team, CVS Pharmacy places a strong emphasis on putting the patient first and embracing
innovation to make its pharmacies best in class.
I would also like to point out that our two companies have similar cultures and values ... CVS
Pharmacys core values include: respect for individuals; integrity, teamwork, openness to new
ideas, and commitment to flawless execution, and passion for extraordinary customer service
And more important, CVS Pharmacy shares our commitment to the communities in which it operates, and
will continue our traditions in corporate philanthropy.
While the agreement was announced this morningit is important to understand that it is still
subject to shareholder approval, and it must also receive the customary regulatory approvals. The
deal is expected to in mid-2006.
What that means is that we need to focus on running our business and our number one priority
which is taking care of our customers. We need to make sure that our patients understand that they
will still receive the very best care when they visit our pharmacies, and that they will be able to
count on us for all of their prescriptions and health care needs. In addition, we need to focus on
achieving our fourth quarter targets, and making sure that we continue to deliver results.
I expect in coming weeks that we will meet members of the CVS Pharmacy team and that we will soon
be getting more information around this proposed acquisition and how it could affect our business
processes once the deal has been approved by shareholders.
Considering the size and scope of this transaction, the transition time will last a period of many
months. During this process, we will keep you informed of decisions that are made as soon as
possible. We have established several channels of communications to answer any questions you
may have, and will provide additional information when it becomes available. Cluster meetings will
be held in the near future to discuss the company changes, answer questions, and talk about any
additional details, announcements, or developments.
The transformation we are going through is one that is critical to positioning ourselves to be
successful in a retail environment that just gets more and more competitive every year. As you have
already proven time and again, you are a committed and flexible team that is able to embrace and
adapt to change while continuing to drive the business forward. Please remain focused on serving
our customers, and we will do our best to keep you informed over the coming weeks and months.
I thank you again for your attention today. Your involvement and support are critical ...now and
going forward. As we continue to make changes in the months ahead, I urge you to make everything
you can of this opportunity. Thank you.
II. Customer Q&A
FOR USE BY ASSOCIATES: Drug division.
Customer Q&A:
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1. |
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I heard that this store has been sold to a new company? |
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Yes, our parent company, Albertsons, has recently announced that it has entered into an
agreement to sell our stand-alone Drug Store division to CVS Corporation. |
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2. |
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Will they change the name of the store? |
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It is our understanding that all stand-alone drugstores included in the transaction will be
re-bannered as CVS. |
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3. |
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Will the store stay open? |
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The deal is still subject to approval, and it is not expected to close until mid-2006. It
is our understanding that our store will remain open. |
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4. |
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Will there be any changes in your stores? |
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CVS is an outstanding company, and we expect that the change in ownership will be seamless
to our customers. |
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5. |
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Will CVS lay people off? |
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CVS hasnt announced specific plans yet. The deal is still subject to approval, and it
wont close until later this year. |
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6. |
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Will they still carry the same products? |
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CVS shares our same commitment to offering products that best meet the needs of the
communities we serve. We are confident that under our new parent company, we will continue
to provide the customer service, prescription and health care needs, and the selection that
you are used to. |
III. Employee Communications
FOR USE BY DIVISION TEAMS & STORE DIRECTORS: Stand Alone Drug Stores & La Habra Distribution Centers
Talking Points:
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As you have all heard by now, Albertsons announced this morning that the company has
entered into a definitive agreement to sell all of its stand alone drug stores and our La
Habra Distribution Center to CVS Pharmacy. The in-store pharmacies branded Sav-on and Osco
will be sold to the buyer of the food stores in the regions in which they are located. |
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I would like to point out that the agreement announced today is still subject to
shareholder approval, as well as the customary regulatory approvals. |
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While this is very exciting news, I recognize that change can also be unsettling. Thats
why I would like to take a few minutes this morning to assure you that this announcement
marks the beginning of a very exciting new chapter in our companys history. |
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By joining the CVS Pharmacy team, our division will become a part of a national pharmacy
retail powerhouse ... part of the nations largest retail pharmacy, which currently
operates more than 5,400 retail and specialty pharmacy stores in 37 states and the District
of Columbia. |
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By acquiring our stand alone drug stores, CVS Pharmacy will be able to expand its
business into Southern California and increase its presence in the Southwestern and
Midwestern states. |
| |
|
|
Joining the CVS Pharmacy team opens up for our division the tremendous opportunity to
become a part of a very successful company that shares many of the same core values and
strategic imperatives that have helped us to be successful in the markets we serve. |
| |
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|
|
Like our team, CVS Pharmacy places a strong emphasis on putting the patient first and
embracing innovation to make its pharmacies the best in class. |
| |
| |
|
|
I would also like to point out that our two companies have
similar cultures and values ... CVS Pharmacys core values
include Respect for individuals; integrity, teamwork,
openness to new ideas, and commitment to flawless execution and passion for extraordinary
customer service |
| |
| |
|
|
And more important, CVS Pharmacy shares our commitment to the communities in which it
operates, and will continue our traditions in corporate philanthropy. |
| |
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|
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While the agreement was announced this morningit is important to understand that it is
still subject to shareholder approval and it must also receive the customary regulatory
approvals. The deal is expected to close by mid-2006. |
| |
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|
|
What that means is that we need to focus on running our business and our number one
priority which is taking care of our customers. We need to make sure that our patients
understand that they will still receive the very best care when they visit our pharmacies,
and that they will be able to count on us for all of their prescriptions and health care
needs. In addition, we need to focus on achieving our fourth quarter targets, and making
sure that we continue to deliver results. |
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|
|
I expect in coming weeks that we will meet members of the CVS Pharmacy team and that we
will soon be getting more information around this proposed acquisition and how it could
affect our business processes once the deal has been approved by shareholders. |
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Until then, I encourage you to keep your teams focused on running the business ... take
their questions and explain that we may not have all of the answers right away. |
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The company has also established the following channels of communications to answer any
questions you may have, and will provide additional information when it becomes available: |
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Company Portal Beginning this week, information regarding the
transaction will be posted on the companys Intranet as soon as it becomes
available. A link to the Get Connected site will be found on the home page under
the Company Links section. You will also be able to access the site by typing Get
Connected into your Internet browser. The Get Connected site will be updated
frequently with news, answers to frequently asked questions, and other information
to help you through the transition. |
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Now, I can open it up for a few questions. |
IV. Employee Q&A
When will we know if the deal is definitely approved?
The transaction is subject to approval by shareholders as well as the customary regulatory
approvals. We expect the transaction to close by mid-2006.
Is there a chance that the deal wont go through? If so, what could stop it?
Our Board recommends that the shareholders approve the transaction.
Will CVS keep the Savon/Osco name?
CVS Pharmacy will be re-branding all of our stand-alone pharmacies with the CVS Pharmacy
banner.
Does the buyer plan to keep all of the associates in the stores?
CVS Pharmacy has expressed interest in our talented associates, with CEO Tom Ryan saying
today in the CVS Pharmacy press release that the company is gaining talented associates with
a track record of operating successful drug stores. CVS Pharmacy will share those plans in
months to come.
Will stores be forced to close due anti-trust concerns?
The transaction will be subject to anti-trust review and we will share more information on
that as it becomes available.
Does the buyer plan to keep all of the associates in the corporate/division offices, or will there
be layoffs?
We know that CVS Pharmacy recognizes that we have a very talented group of associates in our
corporate and division offices. The have not announced specific plans yet.
What is the timeline for the integration? When will changes be announced?
It
is our understanding that upon successful completion of the transaction which is
expected to occur by mid-2006 CVS Pharmacy will be intensely focused on bringing the best
forward including people, systems and processes from both companies. CVS Pharmacy
will communicate that timeline as soon as it becomes available.
Are the two corporate cultures similar or different?
The merger of these two companies represents a winning combination of two very powerful
forces in pharmacy retail. As I mentioned earlier, we share similar core values,
and both companies believe their associates are one of their most important assets. We
anticipate that the two cultures will be a natural fit.
How can we find out more about the buyer?
In the coming months we will be working with CVS Pharmacy to bring you more information
about the company so that you can better understand your new parent company.
Are there legal restrictions regarding what can and cannot be shared between ABS and the buyer
during the transition period before the deal is approved?
Yes, there are restrictions about what can and cannot be shared, and our legal department has
developed guidelines for us to abide by prior to shareholder and regulatory approval of the
transaction. If you have specific questions about what information can and cannot be shared,
please contact your supervisor.
Does this mean that there is no more Albertsons?
As detailed in this mornings announcement, Albertsons entered into an agreement to sell the
company to a consortium of three buyers: Cerberus, which has purchased Albertsons DFW,
Northern California, Rocky Mountain, Florida, and Phoenix food store divisions; CVS, which
has purchased the stand-alone drug division, and Supervalu, which has purchased the
Albertsons Southern California and Northwest divisions, Acme, Shaws, Jewel-Osco divisions.
Albertsons will not exist as it does today, since assets are going to three different
groups, and its stock will no longer be listed on the NYSE. As to the brand name, it will
be up to SVU to determine whether to continue using the Albertsons brand.
HR/Benefits Questions:
ASRE, Pay to Stay, Stock options, Cobra plans, Severance details, vacation, education
reimbursement, job openings...
The transaction is not expected to be complete until mid-2006. Once the deal is approved,
CVS Pharmacy will be prepared to share with you all of the details of its benefits plans,
including health care, vacation, and employment opportunities.
Like Albertsons, CVS Pharmacy prides itself on being a company that recognizes that its
strengths lie with its people, so we should take comfort in the fact that CVS Pharmacy is a
company that historically has taken care of its associates and recognizes that its
associates as a tremendous asset.
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 Albertsons and SUPERVALU 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 SUPERVALUs 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, Albertsons 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 SUPERVALUs 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.