The merger will create one of the UK’s leading grocery, general merchandise and clothing retail groups, with a combined value of approximately GBP 51 billion.
Under the terms of the Combination, which is subject to various approvals, including from the Competition and Markets Authority, Walmart would hold 42% of the share capital of the Combined Business.
This holding will be made up of 29.9% of Sainsbury’s ordinary shares, with full voting rights attached, with the balance held as non-voting shares convertible into voting shares. In addition, Walmart would receive approximately GBP 2.975 billion in cash, subject to customary closing adjustments, valuing Asda at approximately GBP 7.3 billion on a debt-free, cash-free and pension-free basis.
Walmart would retain the Asda defined benefit pension scheme as part of the combination, along with any ongoing defined benefit pension related obligations.
We believe the Combination offers a unique and exciting opportunity that benefits customers and colleagues,” said Doug McMillon, Walmart’s president and chief executive officer. “As a company, we’ve benefited from doing business in the UK for many years, and we look forward to working closely with Sainsbury’s to deliver the benefits of the combination.
The new business will operate a distinctive dual brand strategy. Asda would continue to be run from Leeds by its own CEO, Roger Burnley, who would join the Group Operating Board of the Combined Business, ensuring Asda retains its heritage and roots
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