SpartanNash (SPTN) 8-K Acquisition or disposition of assets

EXHIBIT 99.1

SPARTAN STORES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEETS AND STATEMENTS
OF OPERATIONS

The unaudited pro forma condensed consolidated balance sheet and statement of operations as of and for the year ended March 29, 2003 ("fiscal 2003") and the condensed consolidated balance sheet and statement of operations as of and for the three quarters ended January 3, 2004 have been derived from the historical financial statements of Spartan Stores, Inc. and subsidiaries ("Spartan Stores") to give effect to the sale of the receivables, inventory, real property, equipment and other assets of United Wholesale Grocery Company ("United") and the application of the net proceeds to payment of debt.

The operations of United were included in continuing operations as of and for the year ended March 29, 2003 and in discontinued operations as of and for the three quarters ended January 3, 2004. The unaudited pro forma condensed consolidated balance sheets as of March 29, 2003 and January 3, 2004 give effect to the transaction as if the transaction had occurred on those respective dates. The unaudited pro forma condensed consolidated statement of operations for the year ended March 29, 2003 reflects adjustments as if the transaction had taken place on the first day of fiscal 2003. The unaudited pro forma condensed consolidated statement of operations for the three quarters ended January 3, 2004 reflects adjustments as if the transaction had taken place on the first day of the year ending March 27, 2004 ("fiscal 2004").

Certain pro forma adjustments described in the accompanying notes are based on estimates and various assumptions that Spartan Stores believes are reasonable under the circumstances.

The unaudited pro forma condensed consolidated balance sheets and statements of operations should be read in conjunction with the Spartan Stores financial statements, including the notes thereto, as of and for the year ended March 29, 2003 and the three quarters ended January 3, 2004, and the related Management's Discussion & Analysis of Financial Condition and Results of Operations, contained in its Annual Report on Form 10-K for the year ended March 29, 2003 and its Quarterly Report on Form 10-Q for the quarter ended January 3, 2004.

SPARTAN STORES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
MARCH 29, 2003
(In thousands)

Assets	As Reported			Pro Forma Adjustments				Pro Forma
Current assets
Cash and cash equivalents	$	23,306		$	-		(b) (c) (d)	$	23,306
Marketable securities		1,705			-				1,705
Accounts receivable, net		70,747			(1,553	)	(b)		69,194
Inventories		138,095			(2,577	)	(b)		135,518
Prepaid expenses and other current assets		13,141			(9	)	(b)		13,132
Refundable income taxes		9,349			-				9,349
Deferred taxes on income		4,113			-				4,113
Property and equipment held for sale		54,684			-				54,684
Total current assets		315,140			(4,139	)			311,001
Other assets
Goodwill, net		68,743			-				68,743
Deferred taxes on income		25,566			(2,311	)	(b) (c)		23,255
Other, net		26,785			(1	)	(b)		26,784
Total other assets		121,094			(2,312	)			118,782
Property and equipment, net		120,072			(2,829	)	(b)		117,243
Total assets	$	556,306		$	(9,280	)		$	547,026
Liabilities and Shareholders' Equity
Current liabilities
Accounts payable	$	112,181		$	-			$	112,181
Accrued payroll and benefits		28,533			-				28,533
Insurance reserves		14,783			-				14,783
Accrued taxes		16,735			1,752		(b)		18,487
Other accrued expenses		17,807			645		(c)		18,452
Current maturities of long-term debt		36,594			(1,257	)	(d)		35,337
Total current liabilities		226,633			1,140				227,773
Other long-term liabilities		20,202			-				20,202
Postretirement benefits		16,022			-				16,022
Long-term debt		183,817			(14,712	)	(d)		169,105
Shareholders' equity
Common stock, voting, no par value; 50,000 shares        authorized; 19,999 shares outstanding		116,388			- -				116,388
Preferred stock, no par value, 10,000        shares authorized; no shares outstanding		- -			- -				- -
Accumulated other comprehensive loss		(2,816	)		-				(2,816	)
(Accumulated deficit) retained earnings		(3,940	)		4,292		(b) (c)		352
Total shareholders' equity		109,632			4,292				113,924
Total liabilities and shareholders' equity	$	556,306		$	(9,280	)		$	547,026

See notes to unaudited pro forma condensed consolidated balance sheets and statements of operations.

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SPARTAN STORES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
JANUARY 3, 2004
(In thousands)

Assets	As Reported			Pro Forma Adjustments				Pro Forma
Current assets
Cash and cash equivalents	$	19,083		$	-		(b) (c) (d)	$	19,083
Marketable securities		1,656			-				1,656
Accounts receivable, net		46,900			(1,578	)	(b)		45,322
Inventories		101,917			(2,275	)	(b)		99,642
Prepaid expenses and other current assets		9,372			(122	)	(b)		9,250
Deferred taxes on income		6,544			-				6,544
Property and equipment held for sale		6,797			(2,690	)	(b)		4,107
Total current assets		192,269			(6,665	)			185,604
Other assets
Goodwill, net		68,700			-				68,700
Deferred taxes on income		27,196			(2,311	)	(b) (c)		24,885
Other, net		17,696			(1	)	(b)		17,695
Total other assets		113,592			(2,312	)			111,280
Property and equipment, net		109,946			-				109,946
Total assets	$	415,807		$	(8,977	)		$	406,830
Liabilities and Shareholders' Equity
Current liabilities
Accounts payable	$	80,777		$	-			$	80,777
Accrued payroll and benefits		21,870			-				21,870
Insurance reserves		14,625			-				14,625
Accrued taxes		9,918			1,865		(b)		11,783
Other accrued expenses		11,944			570		(c)		12,514
Current maturities of long-term debt		4,238			-				4,238
Total current liabilities		143,372			2,435				145,807
Other long-term liabilities		14,846			-				14,846
Postretirement benefits		14,842			-				14,842
Long-term debt		141,147			(15,704	)	(d)		125,443
Shareholders' equity
Common stock, voting, no par value; 50,000 shares        authorized; 20,053 shares outstanding		116,476			- -				116,476
Preferred stock, no par value, 10,000        shares authorized; no shares outstanding		-			- -				-
Accumulated other comprehensive loss		(2,514	)		-				(2,514	)
Accumulated deficit		(12,362	)		4,292		(b) (c)		(8,070	)
Total shareholders' equity		101,600			4,292				105,892
Total liabilities and shareholders' equity	$	415,807		$	(8,977	)		$	406,830

See notes to unaudited pro forma condensed consolidated balance sheets and statements of operations.

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SPARTAN STORES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
YEAR ENDED MARCH 29, 2003
(In thousands, except per share data)

	As Reported			Pro Forma Adjustments				Pro Forma
Net sales	$	2,148,067		$	(150,993	)	(a) (e)	$	1,997,074
Cost of goods sold		1,774,350			(143,396	)	(a) e)		1,630,954
Gross margin		373,717			(7,597	)			366,120
Operating expenses
Selling, general and administrative		360,786			(5,062	)	(a)		355,724
Provision for asset impairments and exit costs		47,711			-				47,711
Total operating expenses		408,497			(5,062	)			403,435
Operating loss		(34,780	)		(2,535	)			(37,315	)
Other income and expenses
Interest expense		18,125			(804	)	(a)		17,321
Interest income		(696	)		-				(696	)
Other gains, net		(135	)		101		(a)		(34	)
Total other income and expenses		17,294			(703	)			16,591
Loss before income taxes and     discontinued operations and cumulative     effect of a change in accounting principle		(52,074	)		(1,832	)			(53,906	)
Income taxes		(18,087	)		(706	)	(a)		(18,793	)
Loss from continuing operations		(33,987	)		(1,126	)			(35,113	)
Loss from discontinued operations, net of taxes		(52,968	)		4,292		(b) (c) (d)		(48,676	)
Cumulative effect of a change in     accounting principle, net of taxes		(35,377	)		- -				(35,377	)
Net loss	$	(122,332	)	$	3,166			$	(119,166	)
Basic and diluted loss per share:
Loss from continuing operations	$	(1.71	)	$	(0.05	)		$	(1.76	)
Loss from discontinued operations		(2.66	)		0.21				(2.45	)
Cumulative effect of a change in accounting principle		(1.78	)		-				(1.78	)
Net loss	$	(6.15	)	$	0.16			$	(5.99	)
Weighted average shares:       Basic and Diluted		19,896							19,896

See notes to unaudited pro forma condensed consolidated balance sheets and statements of operations.

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SPARTAN STORES, INC. AND SUBSIDIARIES
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
THREE QUARTERS (40 WEEKS) ENDED JANUARY 3, 2004
(In thousands, except per share data)

	As Reported			Pro Forma Adjustments			Pro Forma
Net sales	$	1,598,059		$	15,202	(e)	$	1,613,261
Cost of goods sold		1,302,905			14,442	(e)		1,317,347
Gross margin		295,154			760			295,914
Selling, general and administrative expenses		282,675			-			282,675
Operating earnings		12,479			760			13,239
Other income and expenses
Interest expense		10,990			-			10,990
Debt extinguishment		8,798						8,798
Interest income		(503	)		-			(503	)
Other gains, net		3			-			3
Total other income and expenses		19,288			-			19,288
Loss before income taxes and     discontinued operations		(6,809	)		760			(6,049	)
Income taxes		(2,380	)		266	(e)		(2,114	)
Loss from continuing operations		(4,429	)		494			(3,935	)
Loss (earnings) from discontinued operations,    net of taxes		(3,993	)		4,048	(a) (b) (c) (d)		55
Net loss	$	(8,422	)	$	4,542		$	(3,880	)
Basic and diluted loss per share:
Loss from continuing operations	$	(0.22	)	$	0.02		$	(0.20	)
(Loss) earnings from discontinued operations		(0.20	)		0.20			0.00
Net loss	$	(0.42	)	$	0.22		$	(0.20	)
Weighted average shares:       Basic and Diluted		19,999						19,999

See notes to unaudited pro forma condensed consolidated balance sheets and statements of operations.

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SPARTAN STORES, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEETS
AND STATEMENTS OF OPERATIONS AS OF AND
FOR THE YEAR ENDED MARCH 29, 2003 AND THE THREE QUARTERS (40 WEEKS)
ENDED JANUARY 3,2004
(In thousands)

(a)	To eliminate the operations of United Wholesale Grocery Company.
(b)	To record disposition of assets, gain on assets and related tax effects.
(c)	To reflect estimated transaction costs including severance, legal and accounting fees.
(d)	To record reduction of borrowings made with proceeds received from transactions and related interest expense effects, net of tax effect.
(e)	To record the impact of the customer supply agreement on sales to United Wholesale Grocery Company.
(f)	The following table details the results of discontinued operations reported on the unaudited pro forma condensed consolidated Statements of Operations by operating segment:

	Year Ended March 29, 2003
	As Reported			Pro Forma Adjustments		Pro Forma
Discontinued retail operations
(Loss) from discontinued retail operations (less applicable taxes of    ($30,710))	$	(56,104	)	$	- -	$	(56,104	)
Discontinued convenience distribution operations
Earnings from discontinued operations (less applicable taxes of    $896)		1,923					1,923
Gain on disposal of discontinued operations (less applicable taxes    of $32, $2,311 and $2,343)		59			4,292		4,351
Earnings from discontinued convenience distribution    operations		1,982			4,292		6,274
Discontinued grocery distribution operations
Loss from discontinued operations (less applicable taxes of    ($4,670))		(8,727	)		- -		(8,727	)
Discontinued real estate operations
Loss from discontinued operations (less applicable taxes of ($397)		(736	)		-		(736	)
Gain on disposal of discontinued operations (less applicable taxes    of $6,509)		12,077			- -		12,077
Earnings from discontinued real estate operations		11,341			-		11,341
Discontinued insurance operations
Loss from discontinued operations (less applicable taxes of    ($784))		(1,460	)		- -		(1,460	)
Total discontinued operations
Loss from discontinued operations (less applicable taxes of    ($35,665))		(65,104	)				(65,104	)
Gain on disposal of discontinued operations (less applicable taxes    of $6,541, $2,311 and $8,852)		12,136			4,292		16,428
Total loss from discontinued operations	$	(52,968	)	$	4,292	$	(48,676	)

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	Three Quarters (40 Weeks) Ended January 3, 2004
	As Reported			Pro Forma Adjustments				Pro Forma
Discontinued retail operations
Loss from discontinued retail operations (less applicable taxes of    ($3,378))	$	(6,273	)	$	- -		$	(6,273	)
Gain on disposal of discontinued operations (less applicable taxes    of $384)		714			- -			714
Loss from discontinued retail operations		(5,559	)		-			(5,559	)
Discontinued convenience distribution operations
Earnings from discontinued operations (less applicable taxes of    $662, $166 and $828)		317			(244	)		73
Gain on disposal of discontinued operations (less applicable taxes    of $643, $2,311 and $2,954)		1,195			4,292			5,487
Earnings from discontinued convenience distribution    operations		1,512			4,048			5,560
Discontinued grocery distribution, real estate and insurance    operations
Loss from discontinued operations (less applicable taxes of    ($1,138))		(367	)		- -			(367	)
Gain on disposal of discontinued operations (less applicable taxes    of $227)		421			- -			421
Earnings from discontinued grocery distribution, real estate    and insurance operations		54			- -			54
Total discontinued operations
Loss from discontinued operations (less applicable taxes of    ($3,854), $166, ($3,688))		(6,323	)		(244	)		(6,567	)
Gain on disposal of discontinued operations (less applicable taxes    of $1,255, $2,311 and $3,566)		2,330			4,292			6,622
Total (loss) earnings from discontinued operations	$	(3,993	)	$	4,048		$	55

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