Smart & Final Stores, Inc. Announces Pricing of Secondary Offering

COMMERCE, Calif., April 14, 2015 /PRNewswire/ -- Smart & Final Stores, Inc. (NYSE: SFS) today announced the pricing of an underwritten public offering of 10.0 million shares of its common stock by certain stockholders of the Company, including affiliates of Ares Management, L.P. ("Ares"), at a public offering price of $18.50 per share.

Ares is selling approximately 9.98 million shares of common stock in the offering. In addition, the selling stockholders have granted to the underwriters the option to purchase up to an additional 1.5 million shares of common stock. Smart & Final Stores will not issue any shares in connection with the offering and will not receive any proceeds from the sale of the shares by the selling stockholders.

The offering is expected to close on April 20, 2015, subject to customary closing conditions.   

Credit Suisse and Morgan Stanley are acting as joint book-running managers and representatives of the underwriting group for the offering. Deutsche Bank Securities, Barclays, Citigroup, Piper Jaffray and Guggenheim Securities are also acting as book-running managers for the offering.

A registration statement relating to these securities has been filed with, and declared effective by, the Securities and Exchange Commission. The offering is being made solely by means of a prospectus, copies of which may be obtained from:

Credit Suisse Securities (USA) LLC
Attention: Prospectus Department
One Madison Avenue, New York, NY 10010
Telephone: 800-221-1037
Email: newyork.prospectus@credit-suisse.com

Morgan Stanley & Co. LLC
Attention: Prospectus Department
180 Varick Street, 2nd Floor, New York, NY 10014

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities described above, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Smart & Final Stores, Inc.

Smart & Final Stores, Inc. (NYSE: SFS), is a value-oriented food and everyday staples retailer that serves household and business customers. The Company is headquartered in Commerce (located in Los Angeles), CA, where it was founded over 140 years ago. As of December 28, 2014, the Company operated 254 grocery and foodservice stores under the "Smart & Final", "Smart & Final Extra!" and "Cash & Carry Smart Foodservice" banners in California, Oregon, Washington, Arizona, Nevada, and Idaho, with an additional 14 stores in northern Mexico operated through a joint venture.

Forward-Looking Statements

Certain statements contained in this release that are not historical information contain forward-looking statements. The forward-looking statements involve risks and uncertainties and actual results may differ materially from those projected or implied. Further, certain forward-looking statements are based on assumptions of future events which may not prove to be accurate. These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "may," "should," "expects," "plans," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or, in each case, their negative, or other variations or comparable terminology. The Company derives many of its forward-looking statements from its operating budgets and forecasts, which are based upon many detailed assumptions. While the Company believes that its assumptions are reasonable, it is difficult to predict the impact of known factors and, of course, it is impossible to anticipate all factors that could affect actual results. These factors are discussed in the "Risk Factors," "Special Note Concerning Forward-Looking Statements," "Management's Discussion and Analysis of Financial Condition and Results of Operations," and "Business" sections and elsewhere in the prospectus that is contained in the Company's registration statement on Form S-1 (File No. 333-203088) filed with the Securities and Exchange Commission.

You should keep in mind that any forward-looking statement made by the Company herein, or elsewhere, speaks only as of the date on which made. New risks and uncertainties come up from time to time, and it is impossible for the Company to predict these events or how they may affect it. The Company has no obligation to update any forward-looking statements after the date hereof, except as required by federal securities laws.

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SOURCE Smart & Final Stores, Inc.