Kroger Resolves Legal Claims With C&S Wholesale Grocers
The Kroger Co. has reached a settlement with C&S Wholesale Grocers LLC regarding previously pending litigation between the parties in the Superior Court for the State of Delaware.
In March, C&S sued Kroger following the national grocer’s failed mega-merger with Albertsons. C&S had a major stake in the $24.6 billion deal, as it planned to pick up nearly 600 Kroger and Albertsons stores, distribution centers and other assets as part of a divestiture plan.
The wholesaler claimed that it was owed a $125 million termination fee after the deal fell through.
"Kroger failed to identify any reason for its refusal to pay the termination fee it owed C&S — because there is none," C&S asserted in its legal filing.
Kroger maintained that it didn’t owe the fee: "It is disappointing that C&S has decided to file a baseless lawsuit when it is clear that C&S forfeited its right to a termination fee and has no reasonable claim to any damages. Kroger will vigorously defend itself," a company representative wrote to Progressive Grocer during the time of C&S's legal filing.
The grocery giant revealed on Aug. 11, however, that all claims have now been resolved.
"We are pleased to resolve the claims from C&S, and we look forward to a friendly relationship with them going forward," said Kroger Chairman and CEO Ron Sargent. "Kroger remains focused on serving our customers and running great stores across the U.S."
The terms of the settlement are confidential.
Since the failed Kroger-Albertsons merger, C&S has been concentrating on its own operations. In June, the company said that it would acquire food solutions company SpartanNash in a $1.77 billion deal.
“This is an exciting opportunity for our team members, partners and, notably, our customers,” observed Eric Winn, CEO of C&S, adding that his company “and SpartanNash share many of the same values, including a strong emphasis on customers, teamwork and our communities. Together, we are uniting some of the most advanced capabilities and boldest innovations in the distribution market to better serve communities across the nation. … The combination of our two companies’ capabilities puts our collective customers’ stores and our own retail stores at the center of the plate, supporting their ability to thrive in a highly dynamic and competitive environment.”
The deal is expected to close in late 2025.
Additionally, C&S revealed earlier this year that it’s part of a consortium of private investors acquiring Southeastern Grocers and its Winn-Dixie and Harveys Supermarket banners from ALDI U.S.
Meanwhile, things have grown even more contentious between Albertsons and Kroger. In addition to dueling lawsuits connected to their failed deal, Albertsons is now seeking additional information regarding the resignation of ex-Kroger CEO Rodney McMullen.
Kroger revealed the resignation of McMullen on March 3 after an internal investigation into his personal conduct. A company statement emphasized that McMullen’s alleged breach of corporate ethics wasn’t related to the business, including its financial performance, operations, reporting or talent.
Founded in 1918 as a supplier to independent grocery stores, C&S now services customers of all sizes, supplying more than 7,500 independent supermarkets, chain stores, military bases and institutions with 100,000-plus different products. C&S also operates and supports corporate grocery stores and services independent franchisees under a chain-style model throughout the Midwest, South and Northeast. The company is No. 18 on The PG 100, Progressive Grocer’s 2025 list of the top food and consumables retailers in North America.
Cincinnati-based Kroger operates an e-commerce and store experience under a variety of banner names. The grocer is No. 4 on The PG 100. Boise, Idaho-based Albertsons Cos., which operates stores across 35 states and the District of Columbia under more than 22 well-known banners, is No. 9 on PG’s list.
