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Proxy Firm Recommends Marsh Deal

INDIANAPOLIS -- Marsh Supermarkets, Inc. here said proxy advisory firm Institutional Shareholder Services (ISS) recommended that shareholders of the chain vote for its pending takeover by MSH Supermarkets Holding Corp., an affiliate of private equity firm Sun Capital Partners, Inc.

Marsh, which agreed to be bought by MSH for $11.13 cash per share, had subsequently received an unsolicited $13.63 per share takeover offer from Drawbridge Special Opportunities Advisors, LLC and Cardinal Paragon, Inc., which the board rejected.

In recommending that Marsh shareholders vote for the merger with MSH Supermarkets, ISS said: "Given the company’s financial and operational situation, and the fairness of the sale process that was conducted, we believe that the merger agreement warrants shareholder support."

A special shareholder meeting about the MSH deal will be held Sept. 22. If approved, it is expected to close by the end of September.

Marsh operates 68 Marsh supermarkets, 38 LoBill Foods, eight O'Malia Food Markets, 154 Village Pantry convenience stores, and two Arthur's Fresh Market stores in Indiana and western Ohio. The company also operates Crystal Food Services, Primo Banquet Catering and Conference Centers, Floral Fashions, and McNamara Florist.
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