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Company:
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AMERICAN STORES CO /NEW/
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Form Type:
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SC 13G
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Filing Date:
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2/11/1999
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CIK:
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0000090811
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Address:
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299 SOUTH MAIN
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City, State, Zip:
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SALT LAKE CITY, Utah 84111
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Telephone:
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((80) 1) -961-
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Fiscal Year:
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02/02
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Description of Business
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Merger Agreement
On August 2, 1998 the Company entered into an Agreement and Plan of Merger (the
Merger Agreement) among the Company, Albertson's, Inc. (Albertson's) and Abacus
Holdings, Inc., a wholly-owned subsidiary of Albertson's (Merger Sub), pursuant
to which Merger Sub would be merged with and into the Company with the Company
surviving the merger as a wholly-owned subsidiary of Albertson's. Each share of
the Company's Common Stock would be converted into the right to receive 0.63
4
shares of Albertson's Common Stock, with cash paid in lieu of any fractional
shares. The transaction is intended to qualify as a pooling of interests for
accounting purposes and as a tax-free reorganization for U.S. federal income tax
purposes. On November 12, 1998, the stockholders of the Company and Albertson's
approved the Merger Agreement.
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