February 8, 2021

Schenectady, NY / Williamsville, NY — Price Chopper/Market 32 and Tops Markets today announced that they have entered into a definitive merger agreement that creates a powerful alliance between the two storied independent grocery chains, as it nearly doubles their collective footprint in the Northeast.

This transaction unites two iconic New York-based grocery chains with deep ties to their local communities and shared commitments to service, savings, and convenience. With increased scale across their almost perfectly contiguous footprints, the merged companies are expected to be better positioned to compete and offer even more value and outstanding services to their customers across the Northeast.

Scott Grimmett, Price Chopper/Market 32’s President and CEO, will be CEO of and serve on the Board of Directors of the new parent company which will oversee the operations of nearly 300 Price Chopper, Market 32, Market Bistro and Tops Markets stores and collectively employ more than 30,000 teammates. Frank Curci, Tops Markets Chairman and CEO, will serve on the Board of Directors of the new parent company and as a consultant to assist in the transition. Blaine Bringhurst, Price Chopper/Market 32’s Executive Vice President of Merchandising, Marketing and Store Operations, will lead the Price Chopper/Market 32 business. John Persons, Tops Markets President and Chief Operating Officer, will lead the Tops Markets business.

The new parent company will be headquartered in Schenectady, NY. The Price Chopper/Market 32 and Tops Markets businesses will retain main offices in Schenectady and Williamsville and will continue to be managed locally by their respective leaders.

“This merger marks a major step forward and collectively elevates our ability to compete on every level,” said Grimmett. “It leverages increased value for our customers, advances shared opportunities for innovation, fortifies the depth of our workforce, community and trade partnerships, and ultimately accelerates our capacity to deliver a distinctively modern and convenient shopping experience.

Given the vital role that supermarkets and their workforces play in our communities, particularly this past year, I am excited to lead the parent company of these two historic grocery retailers.”

“We have long believed that this merger makes sense both strategically and based on the similar ways in which we each put customers first, go to market and treat our people,” said Curci. “We look forward to working closely with the Price Chopper/Market 32 team and together becoming an even stronger competitor with more scale, as we continue serving our customers and communities.”

“I’ve seen tremendous change in our industry across my 65-year career and have long been an advocate for the promise of innovation and partnership, like that which has driven this merger forward,” said Neil Golub, Price Chopper/Market 32’s Executive Chairman of the Board. “I can assure you that our commitment to sustaining and improving the communities in which we operate remains steadfast.”

“Tops has always put serving customers and providing an exceptional shopping experience at the center of everything we do, and this merger is no different,” said Persons. “Our associates, who take pride in their work and recognize the importance of the role they play in taking care of customers and communities, will continue to be the backbone of our company.”

With formative roots dating back to the 1920s, both Tops Markets and Price Chopper/Market 32 have grown exponentially over the last century, building and acquiring stores across Upstate New York and throughout the Northeast. The merged companies are committed to serving their markets across the Northeast.

The transaction is expected to close in the coming months, subject to regulatory approval and customary closing conditions. Financial terms of the transaction were not disclosed.

PJ SOLOMON is acting as exclusive financial advisor to Price Chopper. Harter Secrest & Emery LLP and Wilson Sonsini are serving as legal advisors to Price Chopper. Deutsche Bank Securities Inc. is acting as exclusive financial advisor to Tops Markets. Paul Weiss LLP and Hogan Lovells US LLP are serving as legal advisors to Tops Markets.

About Price Chopper/Market 32

Based in Schenectady, NY, Price Chopper/Market 32 operates 130 Price Chopper and Market 32 grocery stores and one Market Bistro, employing 18,000 teammates in New York, Vermont, Connecticut, Pennsylvania, Massachusetts, and New Hampshire. The American-owned company, founded by the Golub family in 1932, prides itself on longstanding traditions of innovative food merchandising, cutting edge brand development and store design, leadership in community service, and cooperative employee relations. For additional information, please visit cms-uat-pch.unataops.com

About Tops Markets

Based in Williamsville, NY, Tops Markets operates 162 grocery stores in New York, Pennsylvania, and Vermont, including five that are run by franchisees. As the largest private, for-profit employer in Western New York, with more than 14,000 associates, the company is dedicated to providing sustainably sourced, high quality products, while helping its communities flourish via support for programs that eradicate hunger and disease, educate youth and reduce environmental waste and energy consumption. For more information, visit www.topsmarkets.com