Shearman & Sterling represented the underwriters, led by Credit Suisse Securities (USA) LLC, Banc of America Securities LLC, Citigroup Global Markets Inc. and RBS Securities Inc. as joint bookrunning managers, in connection with SUPERVALU INC.'s offering of 8% senior notes due 2016. The offering was originally launched at $500 million, but the deal was upsized to $1 billion due to market demand. The proceeds from the offering will fund a cash tender offer to purchase up to $975 million aggregate principal amount of certain outstanding notes of SUPERVALU and of its wholly owned subsidiary, New Albertson's, Inc.

Shearman & Sterling is also acting as counsel to Credit Suisse Securities (USA) LLC, Banc of America Securities LLC, Citigroup Global Markets Inc., and RBS Securities Inc. as dealer managers in the tender offer, which was announced concurrently with the senior notes offering on April 30, 2009.

SUPERVALU is one of the largest companies in the U.S. grocery channel, with estimated annual sales of $43 billion, approximately 2,500 retail grocery locations and 180,000 employees.

The following Shearman & Sterling attorneys advised the underwriters on this transaction: partners Rob Evans (New York-Capital Markets) and Laurence Bambino (New York-Tax); counsel Jeffrey Salinger (New York-Property/Environmental); and associates Corey Reis (New York-Capital Markets), Irene Shih (New York-Capital Markets), Damien Grierson (New York-Capital Markets), Seth Kerschner (New York-Property/Environmental), Amy Lewis (New York-Tax), Jennifer Morton (New York-Capital Markets), Jennifer Val (New York-Capital Markets) and Felipe Camara (New York-Capital Markets).