Smart & Final Inc. Announces Completion of Sale to Apollo Management, L.P.

    LOS ANGELES, May 31 /PRNewswire-FirstCall/ -- Smart & Final Inc. (NYSE:  
 SMF) announced today the completion of the merger of the Company with an
 affiliate of Apollo Management, L.P.
     On February 20, 2007, an affiliate of Apollo Management, L.P.
 ("Apollo") entered into a merger agreement with Smart & Final Inc. ("Smart
 & Final" or the "Company") to acquire the Company for a transaction value
 of approximately $812.9 million. Under the terms of the merger agreement,
 Smart & Final shareholders are entitled to receive $22.00 in cash, without
 interest, for each share of Smart & Final's common stock.
     As a result of this transaction, Smart & Final's common stock will
 cease trading on the New York Stock Exchange at market close today, May 31,
 2007, and will thereafter be delisted. Shareholders who hold shares of
 Smart & Final's common stock through a bank or broker will not have to take
 any action to have their shares converted into cash, since these
 conversions will be handled by the bank or broker. As soon as practicable,
 The Bank of New York, a paying agent appointed by Apollo, will send
 information to all Smart & Final shareholders of record, explaining how
 they can surrender their shares of Smart & Final common stock in exchange
 for $22.00 per share in cash, without interest. Shareholders of record
 should wait to receive this information before surrendering their shares.
     The Company also announced the completion of Apollo's acquisition of a
 subsidiary of Paris-based Casino Guichard-Perrachon, S.A. ("Groupe
 Casino"). Including shares held by the subsidiary, Groupe Casino owned
 approximately 55.0 percent of Smart & Final's common stock.
     Apollo entered into a stock purchase agreement with Groupe Casino to
 acquire the subsidiary on February 20, 2007. Prior to today's purchases,
 the subsidiary directly owned approximately 52.2 percent of Smart & Final's
 common stock and Groupe Casino also owned another approximately 2.8 percent
 of Smart & Final's common stock. The purchase price paid for the subsidiary
 was based on the number of Smart & Final shares it owned at the same $22.00
 cash price per share to be paid in the merger.
     About Smart & Final
     Founded in 1871 in Los Angeles, Smart & Final Inc. operates 255
 non-membership warehouse stores for food and foodservice supplies in
 California, Oregon, Washington, Arizona, Nevada, Idaho and northern Mexico.
 For more information, visit the company's website at
 http://www.smartandfinal.com.
     About Apollo Management
     Apollo Management is a private investment partnership that manages a
 pool of investment capital on behalf of a group of institutional investors
 and the principals of Apollo. Since its inception in 1990, Apollo has
 invested in excess of $16 billion of equity capital in companies
 representing a wide variety of industries, both in the U.S. and
 internationally. Apollo is currently in the process of investing its sixth
 corporate fund, Apollo Investment Fund VI, L.P., which, with its related
 affiliates, has committed capital of approximately $12 billion. In
 addition, Apollo has had several highly successful partnerships with
 management teams operating retail and consumer-oriented businesses in the
 past, including investments in Linens 'n Things, General Nutrition Centers,
 AMC Entertainment, Ralphs Grocery Company, Dominick's Supermarkets, Inc.,
 Zale Corporation, Rent-A-Center, Inc. and Proffitt's Department Stores.
     Forward-Looking and Cautionary Statements
     This release includes information that could constitute forward-looking
 statements made pursuant to the safe harbor provision of the Private
 Securities Litigation Reform Act of 1995. Such forward-looking statements
 involve risks and uncertainties. Although Smart & Final believes that the
 expectations reflected in such forward-looking statements are based on
 reasonable assumptions, actual results could differ materially from those
 described in the forward-looking statements. The following factors might
 cause such a difference: risks that the transaction disrupts current plans
 and operations and the potential difficulties in employee retention as a
 result of the merger; Smart & Final's ability to effectively manage
 business growth; changes in legislation and regulations related to the sale
 and distribution of food products and the sale of alcoholic beverages;
 increased competition from other foodservice providers; changes in the
 acceptance of Smart & Final's services and products by institutional
 customers and consumers; changes in customer relationships; acceptance of
 new programs, services, and products by institutional customers and
 consumers; and global economic conditions, including interest and currency
 rate fluctuations, and inflation rates. Additional information regarding
 these and other risk factors and uncertainties are set forth from time to
 time in Smart & Final's filings with the Securities and Exchange
 Commission, available for viewing on Smart & Final's website
 http://www.smartandfinal.com (To access this information on Smart & Final's
 website, click on "Corporate" and then "SEC".) All forward-looking
 statements are based on information available to Smart & Final on the date
 of this release. The Company undertakes no obligation to publicly update or
 revise any forward-looking statements, whether as a result of new
 information, future events or otherwise.
 
 

SOURCE Smart & Final Inc.