C&S Wholesale Grocers LLC has agreed to acquire SpartanNash Co. for $1.77 billion in cash, a transformative deal that signals a shift toward tech-enabled, ecommerce-driven growth in the B2B grocery supply chain.
The all-cash transaction includes the assumption of SpartanNash’s net debt. The companies expected to close by the end of 2025, pending regulatory and shareholder approvals. Under the terms of the agreement, C&S will pay $26.90 per share — representing a 52.5% premium over SpartanNash’s June 20 closing price.
Beyond financials, the merger reflects mounting pressure across the wholesale grocery industry to modernize digital operations, streamline fulfillment, and enhance ecommerce capabilities for business customers. The combined company will operate nearly 60 distribution centers. It will also serve roughly 10,000 independent retailers, in addition to more than 200 corporate-owned grocery stores.
SpartanNash’s diverse customer base includes national grocery chains, military commissaries, and emerging ecommerce marketplaces. It has increasingly sought faster, more flexible fulfillment and ordering options. C&S Wholesale Grocers already supplies over 7,500 supermarkets and institutional clients nationwide. It sees the merger expanding its reach and strengthening its digital infrastructure.
“This merger positions us to deliver an omnichannel experience that meets the modern demands of food distribution,” said Eric Winn, CEO of C&S Wholesale Grocers. “Together with SpartanNash, we will accelerate investment in digital platforms, data-driven procurement, and last-mile capabilities that enable independent grocers to compete in a digitally dominated marketplace.”
Why C&S Wholesale Grocers sought to acquire SpartanNash
“We’ve seen firsthand how the rise of online grocery, mobile-first ordering, and AI-based inventory management are transforming the expectations of our wholesale customers,” said Tony Sarsam, president and CEO of SpartanNash. “This merger gives us the scale and digital capabilities to meet those needs head-on.”
The companies plan to integrate back-end systems and jointly invest in technologies such as predictive analytics, robotic picking, and cloud-based order management. Their goal: to offer independent grocers, restaurants, schools, and hospitals the same seamless digital procurement experience that large chains and online giants provide.
While many headlines on grocery ecommerce focus on consumer behavior, B2B buyers are driving significant digital change. Food Marketing Institute (FMI) and NielsenIQ data show B2B grocery ecommerce is growing more than twice as fast as traditional wholesale channels. Business buyers also increasingly expect real-time inventory visibility, flexible ordering, and precise delivery windows.
Industry-wide, margins in food distribution remain thin — averaging around 1.6%. That makes operational efficiency and automation critical to profitability. C&S and SpartanNash say they will leverage technology to reduce spoilage, consolidate fulfillment operations, and optimize delivery routes.
To fund the deal, C&S secured committed debt financing from Wells Fargo. Solomon Partners is serving as exclusive financial advisor to C&S. Gibson, Dunn & Crutcher LLP and Sullivan & Cromwell LLP are providing legal counsel. SpartanNash is being advised by BofA Securities, with Cleary Gottlieb Steen & Hamilton LLP as legal counsel.
The merger creates one of the largest wholesale grocery distributors in the United States. It also creates a newly tech-forward contender in the increasingly digital B2B food supply chain.
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