Winn Dixie Stores Inc Sample Contracts

Winn Dixie Stores Inc – AMENDED AND RESTATED BYLAWS OF WINN-DIXIE STORES, INC., A Florida Corporation (March 9th, 2012)
Winn Dixie Stores Inc – AMENDED AND RESTATED ARTICLES OF INCORPORATION OF WINN-DIXIE STORES, INC. (March 9th, 2012)

The corporation may engage in the transaction of any or all lawful business for which corporations may be incorporated under the laws of the State of Florida.

Winn Dixie Stores Inc – Winn-Dixie HDQ Team Member Frequently Asked Questions (FAQ) (March 2nd, 2012)
Winn Dixie Stores Inc – Winn-Dixie HDQ Team Member Frequently Asked Questions (FAQ) (February 24th, 2012)
Winn Dixie Stores Inc – FORM OF WINN-DIXIE STORES, INC. FISCAL 2012 EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AWARD AGREEMENT FISCAL YEAR 2012AWARD (February 21st, 2012)

THIS AGREEMENT is made by and between WINN-DIXIE STORES, INC., a Florida corporation (the “Company”), and [Name](“Optionee”), effective, as of [Date] (the “Effective Date”).

Winn Dixie Stores Inc – Inter-Office Memorandum (February 10th, 2012)

This memorandum is designed to communicate how the options and restricted Stock units granted to you under our Equity Incentive Plans will be treated upon the close of the proposed merger between Winn-Dixie Stores, Inc, and BI-LO, LLC and allow you the option of electing the manner in which payment will be made. Please read this information carefully.

Winn Dixie Stores Inc – PRESS RELEASE (January 31st, 2012)

JACKSONVILLE, Fla. (Jan. 31, 2012) — Winn-Dixie Stores, Inc. (NASDAQ: WINN) today announced it will hold a Special Meeting of Shareholders at Winn-Dixie’s headquarters at 5050 Edgewood Court, Jacksonville, Fla., at 9 a.m. EST, on March 9, 2012. The purpose of the meeting will be to, among other things, consider and vote on a proposal to approve the previously announced Agreement and Plan of Merger, dated as of Dec. 16, 2011, pursuant to which Winn-Dixie will merge with a subsidiary of BI-LO, LLC. Jan. 27, 2012, has been fixed as the record date for determination of the Winn-Dixie shareholders entitled to notice of, and to vote at, the Special Meeting of Shareholders.

Winn Dixie Stores Inc – BI-LO HOLDING, LLC Greenville, South Carolina 29607 (January 27th, 2012)

On behalf of the Company, I am pleased to confirm our offer of employment as Integration Lead of Winn-Dixie Stores, Inc., a Florida corporation (the “Company”), as set forth in this letter agreement (this “Letter Agreement”). This Letter Agreement will be effective as of, and contingent upon, the closing of the Agreement and Plan of Merger among Opal Holdings, LLC, Opal Merger Sub, Inc. and Opal, Inc., (also known as Winn-Dixie Stores, Inc., or the Company) dated as of December 16, 2011 (“Merger Agreement”), whereby Opal Merger Sub will be merged with and into the Company (the “Merger”), and the Company will become an indirect wholly-owned subsidiary of BI-LO Holding, LLC, a Delaware limited liability company (“Parent”). In the event that the Merger is not consummated, this Letter Agreement will be null and void ab initio and without effect.

Winn Dixie Stores Inc – BI-LO HOLDING, LLC Greenville, South Carolina 29607 (January 27th, 2012)

On behalf of the Company, I am pleased to confirm our offer of employment as Integration Lead of Winn-Dixie Stores, Inc., a Florida corporation (the “Company”), as set forth in this letter agreement (this “Letter Agreement”). This Letter Agreement will be effective as of, and contingent upon, the closing of the Agreement and Plan of Merger among Opal Holdings, LLC, Opal Merger Sub, Inc. and Opal, Inc., (also known as Winn-Dixie Stores, Inc., or the Company) dated as of December 16, 2011 (“Merger Agreement”), whereby Opal Merger Sub will be merged with and into the Company (the “Merger”), and the Company will become an indirect wholly-owned subsidiary of BI-LO Holding, LLC, a Delaware limited liability company (“Parent”). In the event that the Merger is not consummated, this Letter Agreement will be null and void ab initio and without effect.

Winn Dixie Stores Inc – [BI-LO HOLDING, LLC LETTERHEAD] (January 13th, 2012)

As you know, pursuant to the Agreement and Plan of Merger (“Merger Agreement”) among Opal Holdings, LLC, Opal Merger Sub, Inc., and Opal, Inc. (also known as Winn-Dixie Stores, Inc.) (the “Company”), dated as of December 16, 2011, Opal Merger Sub will be merged with and into the Company (the “Merger”), and the Company will become an indirect wholly-owned subsidiary of BI-LO Holding, LLC (“Parent”). To encourage you to remain with the Company and to use your best efforts to promote the success and profitability of the Company and its integration with Parent from the signing of the Merger Agreement through the end of the first full Grocery Period (as defined below) occurring after the Closing of the Merger (“Transition Period”), the Parent, on behalf of the Company, is pleased to offer you with the opportunity to earn a (i) Performance Bonus and (ii) Discretionary Bonus from the Company, as follows:

Winn Dixie Stores Inc – [BI-LO HOLDING, LLC LETTERHEAD] (January 13th, 2012)

As you know, pursuant to the Agreement and Plan of Merger (“Merger Agreement”) among Opal Holdings, LLC, Opal Merger Sub, Inc., and Opal, Inc. (also known as Winn-Dixie Stores, Inc.) (the “Company”), dated as of December 16, 2011, Opal Merger Sub will be merged with and into the Company (the “Merger”), and the Company will become an indirect wholly-owned subsidiary of BI-LO Holding, LLC (“Parent”). To encourage you to remain with the Company and to use your best efforts to promote the success and profitability of the Company and its integration with Parent from the signing of the Merger Agreement through the end of the first full Grocery Period (as defined below) occurring after the Closing of the Merger (“Transition Period”), the Parent, on behalf of the Company, is pleased to offer you with the opportunity to earn a (i) Performance Bonus and (ii) Discretionary Bonus from the Company, as follows:

Winn Dixie Stores Inc – Winn-Dixie HDQ Team Member Frequently Asked Questions (FAQs) (January 6th, 2012)
Winn Dixie Stores Inc – Winn-Dixie Retail Team Member Frequently Asked Questions (FAQ) (December 23rd, 2011)
Winn Dixie Stores Inc – [Winn-Dixie Partner Letter] December 19, 2011 Dear [Valued Partner / Elected Official Name], Winn-Dixie and BI-LO announced that the companies will merge to create an organization of approximately 690 grocery stores and 63,000 employees in eight states throughout the southeastern United States. [The details of the combination can be found in the attached copy of our press release.] BI-LO operates 207 supermarkets, including approximately 116 in-store pharmacies, in North Carolina, South Carolina, Georgia and Tennessee, and it employs approximately 17,000 people, whom BI-LO refers to as “teamma (December 19th, 2011)

This combination, which will create a company that is stronger than our individual businesses, will significantly expand our footprint, enhance our guests’ shopping experience and unite two similar companies.

Winn Dixie Stores Inc – Winn-Dixie and BI-LO Talking Points (December 19th, 2011)
Winn Dixie Stores Inc – Winn-Dixie HDQ Team Member Frequently Asked Questions (FAQ) (December 19th, 2011)
Winn Dixie Stores Inc – EXPENSE ADVANCEMENT AGREEMENT (December 19th, 2011)

This EXPENSE ADVANCEMENT AGREEMENT (“Agreement”), is made this 16th day of December 2011, between WINN-DIXIE STORES, INC., a Florida corporation (the “Company”), and each individual who is a signatory hereto (each, an “Indemnitee”).

Winn Dixie Stores Inc – [Winn-Dixie Partner Letter – CEO] December 19, 2011 Dear [Valued Partner CEO], It is my great pleasure to inform you that Winn-Dixie and BI-LO announced that the companies will merge to create an organization of approximately 690 grocery stores and 63,000 employees in eight states throughout the southeastern United States. [The details of the combination can be found in the attached copy of our press release.] BI-LO operates 207 supermarkets, including approximately 116 in-store pharmacies, in North Carolina, South Carolina, Georgia and Tennessee, and it employs approximately 17,000 people. (December 19th, 2011)

This combination, which will create a company that is stronger than our individual businesses, will significantly expand our footprint, enhance our guests’ shopping experience and unite two similar companies.

Winn Dixie Stores Inc – EXPENSE ADVANCEMENT AGREEMENT (December 19th, 2011)

This EXPENSE ADVANCEMENT AGREEMENT (“Agreement”), is made this 16th day of December 2011, between WINN-DIXIE STORES, INC., a Florida corporation (the “Company”), and each individual who is a signatory hereto (each, an “Indemnitee”).

Winn Dixie Stores Inc – AGREEMENT AND PLAN OF MERGER among OPAL HOLDINGS, LLC, OPAL MERGER SUB, INC. and WINN-DIXIE STORES, INC. Dated as of December 16, 2011 (December 19th, 2011)

AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of December 16, 2011, between OPAL HOLDINGS, LLC, a Delaware limited liability company (“Parent”), OPAL MERGER SUB, INC., a Florida corporation and a wholly-owned Subsidiary of Parent (“Merger Sub”), and WINN-DIXIE STORES, INC., a Florida corporation (the “Company”).

Winn Dixie Stores Inc – Winn-Dixie Town Hall Messages (December 19th, 2011)
Winn Dixie Stores Inc – PRESS RELEASE (November 2nd, 2011)

JACKSONVILLE, Fla. (October 31, 2011) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today reported its financial results for the first quarter of fiscal 2012, a 12-week period that ended on September 21, 2011.

Winn Dixie Stores Inc – PRESS RELEASE (August 31st, 2011)

JACKSONVILLE, Fla. (August 29, 2011) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today reported its financial results for the fiscal year and fourth quarter ended June 29, 2011.

Winn Dixie Stores Inc – PRESS RELEASE (August 4th, 2011)

JACKSONVILLE, FL (August 1, 2011) - Winn-Dixie Stores, Inc. (NASDAQ: WINN), today announced preliminary financial results for the fiscal year and fourth quarter ended June 29, 2011. These preliminary results remain subject to the year-end audit process. The Company plans to report its final fiscal 2011 fourth quarter and full year results and provide fiscal 2012 guidance after the market closes on August 29, 2011.

Winn Dixie Stores Inc – SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated March 18, 2011, among WINN- DIXIE STORES, INC. AND CERTAIN OF ITS SUBSIDIARIES, as Borrowers, VARIOUS FINANCIAL INSTITUTIONS AND OTHER PERSONS FROM TIME TO TIME PARTIES HERETO, as Lenders, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Administrative Agent and Co-Collateral Agent, GENERAL ELECTRIC CAPITAL CORPORATION, as Co-Collateral Agent and Syndication Agent UBS SECURITIES LLC and US BANK NATIONAL ASSOCIATION, as Co-Documentation Agents WELLS FARGO CAPITAL FINANCE, LLC GE CAPITAL MARKETS, INC. and UBS SECURITIES LLC, as Joint Lead Arrangers an (March 21st, 2011)

THIS SECOND AMENDED AND RESTATED CREDIT AGREEMENT, dated March 18, 2011, is by and among WINN-DIXIE STORES, INC., a Florida corporation (“Winn-Dixie”), WINN-DIXIE MONTGOMERY, LLC, a Florida limited liability company (“W-D Montgomery”), WINN-DIXIE PROCUREMENT, INC., a Florida corporation (“W-D Procurement”), WINN-DIXIE RALEIGH, INC., a Florida corporation (“W-D Raleigh”), WINN-DIXIE SUPERMARKETS, INC., a Florida corporation (“W-D Supermarkets”), WINN-DIXIE PROPERTIES, LLC, a Florida limited liability company (“W-D Properties”, and together with Winn-Dixie, W-D Montgomery, W-D Procurement, W-D Raleigh and W-D Supermarkets, each a “Borrower” and, collectively, the “Borrowers” as hereinafter further defined), the various financial institutions and other Persons from time to time parties hereto (“Lenders”), WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo Bank”), in its capacities as administrative agent and co-collateral agent for the Lenders (in such capacities, “Agent”), GENERAL ELEC

Winn Dixie Stores Inc – WINN-DIXIE STORES, INC. EXECUTIVE SEVERANCE PLAN GENERAL RELEASE AND SEPARATION AGREEMENT (March 2nd, 2011)

This General Release and Separation Agreement (“Agreement”) is made and entered into between Daniel Portnoy (“Employee”) and Winn-Dixie Stores, Inc., its officers, agents, employees, successors and assigns and any affiliated company, parent, or subsidiary, and their past and present directors, officers, employees, representatives, successors and assigns (“Winn-Dixie”) pursuant to Winn-Dixie Stores, Inc.’s Executive Severance Plan, Plan Number 589, effective January 31, 2008 (“Plan”), with reference to the following facts:

Winn Dixie Stores Inc – Contract (February 17th, 2011)

The following represents the offer Winn-Dixie Stores, Inc. (“Winn-Dixie”) is prepared to make to Frank O. Eckstein, Senior Vice President, Retail Operations, (hereinafter “Associate”) regarding his decision to retire from employment with Winn-Dixie:

Winn Dixie Stores Inc – PRESS RELEASE (February 16th, 2011)

JACKSONVILLE, Fla. (February 14, 2011) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today reported its financial results for the second quarter of fiscal 2011, a 16-week period that ended on January 12, 2011.

Winn Dixie Stores Inc – PRESS RELEASE WINN-DIXIE STORES, INC. | 5050 EDGEWOOD COURT | JACKSONVILLE, FLA. 32254 | (904) 783-5000 (January 6th, 2011)

Jacksonville, Fla. – January 5, 2011 – Winn-Dixie Stores, Inc. (NASDAQ: WINN), today announced that Laurence Appel, who joined Winn-Dixie in 2002 and formerly served as General Counsel, Corporate Secretary and Senior Vice President of Human Resources, has been named Senior Vice President of Retail Operations. Effective today, Mr. Appel replaces Frank Eckstein, who has retired from his current role but will continue to serve in an advisory capacity until the end of fiscal year 2011. Mr. Appel will report to Peter Lynch, Winn-Dixie’s Chairman, CEO, and President.

Winn Dixie Stores Inc – PRESS RELEASE WINN-DIXIE STORES, INC. | 5050 EDGEWOOD COURT | JACKSONVILLE, FLA. 32254 | (904) 783-5000 (November 2nd, 2010)

JACKSONVILLE, Fla. (November 1, 2010) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today reported its financial results for the first quarter of fiscal 2011, a 12-week period that ended on September 22, 2010.

Winn Dixie Stores Inc – PRESS RELEASE (September 1st, 2010)

JACKSONVILLE, Fla. (August 30, 2010) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today reported its financial results for the fourth quarter and fiscal year 2010, 13-week and 53-week periods, which ended on June 30, 2010.

Winn Dixie Stores Inc – PRESS RELEASE (July 28th, 2010)

JACKSONVILLE, Fla. (July 27, 2010) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today announced that it will close 30 non-remodeled, underperforming stores. The Company will also consolidate its four operating regions into three and reduce its workforce at the field and corporate support levels.

Winn Dixie Stores Inc – PRESS RELEASE (May 11th, 2010)

JACKSONVILLE, Fla. (May 10, 2010) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today reported its financial results for the third quarter of fiscal 2010, a 12-week period that ended on March 31, 2010.

Winn Dixie Stores Inc – Press Release (February 18th, 2010)

JACKSONVILLE, Fla. (February 16, 2010) — Winn-Dixie Stores, Inc. (NASDAQ: WINN), today reported its financial results for the second quarter of fiscal 2010, a 16-week period that ended on January 6, 2010.

Winn Dixie Stores Inc – FORM OF WINN-DIXIE STORES, INC. FISCAL 2010 EQUITY INCENTIVE PLAN NON-QUALIFIED STOCK OPTION AWARD AGREEMENT (February 16th, 2010)

THIS AGREEMENT is made by and between WINN-DIXIE STORES, INC., a Florida corporation (the “Company”), and [ENTER OPTIONEE NAME] (“Optionee”), effective, as of [ENTER DATE] (the “Effective Date”).