Press Release

Morgan Lewis Advises Smart & Final on $975M Sale to Ares Management

October 11, 2012

NEW YORK, Oct. 11, 2012: Smart & Final Holdings Corp., a leading multi-format retailer, today announced that Ares Management LLC, a global alternative asset manager and registered investment adviser, has signed a definitive agreement to acquire a majority stake in the company with senior management retaining a minority stake. Smart & Final is currently majority-owned and controlled by investment funds affiliated with global alternative asset manager Apollo Global Management, LLC. The total enterprise value for the transaction is $975 million, subject to certain closing conditions.

Smart & Final operates 235 smaller store, warehouse-style, "no membership fee" locations under the Smart & Final, Smart & Final Extra! and Cash & Carry formats in six western U.S. states with an additional 13 joint-venture stores in northwest Mexico.

Morgan Lewis served as legal adviser to Los Angeles-based Smart & Final on the transaction. The Morgan Lewis deal team was led by Business & Finance partners Robert Robison and R. Alec Dawson and included Business & Finance associates Juan Damian Guzman and Andrew Milano.

Proskauer Rose LLP served as Ares Management's legal counsel led by partners Michael Woronoff and Daniel Ganitsky.

For more information, please see the company's press release.