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  • February 2022
  • Supplement
  • HBS Case Collection

SpartanNash Company: The Amazon Warrants (A)

By: Benjamin C. Esty, E. Scott Mayfield and Daniel Fisher
  • Format:Electronic
  • | Language:English
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Abstract

As of 12/31/21, Amazon held $22 billion of equity and warrants in related companies. In fact, it often requests a free grant of warrants when it enters into a new commercial agreement with a supplier. Over the past 20 years, Amazon has gotten warrants almost 20 publicly traded companies and more than 75 private companies; in a few instances, it has gotten multiple grants from a single firm. Combined, Amazon held $3.4 billion of warrants as of year-end 2021. This case explores one of the recent transactions in which Amazon requested warrants as part of signing a new commercial agreement with SpartanNash Company, the fifth largest food distributor in the United States.
In September 2020, shortly before Tony Sarsam became CEO of SpartanNash, Amazon proposed a new 2-part agreement. The first part involved a revision to the existing commercial agreement that governed distribution of grocery items from suppliers to Amazon warehouses. The second part involved a free grant of “at-the-money” warrants to buy up to 15% of SpartanNash’s shares. The warrants would vest over seven years based on Amazon’s cumulative purchases from SpartanNash up to a total of $8 billion. Compared to Amazon’s current spending of approximately $400 million per year, this proposal represented a significant opportunity for SpartanNash to grow with one of America’s largest and fastest-growing retailers. But that opportunity came at a cost (giving Amazon warrants). Should Sarsam accept the proposal, reject it, or try to renegotiate aspects?
More generally, students must assess whether this was an example of a powerful buyer exerting market power over a smaller supplier, or was it an example of a new dynamic partnership that would align interests and share gains through common ownership. In other words, was Amazon's proposal coercive, collaborative, or both?

Keywords

Valuation; Value Creation; Consumer Behavior; Negotiation; Distribution; Ownership; Partners and Partnerships; Business Strategy; Equity; Distribution Industry; Food and Beverage Industry; United States

Citation

Esty, Benjamin C., E. Scott Mayfield, and Daniel Fisher. "SpartanNash Company: The Amazon Warrants (A)." Harvard Business School Spreadsheet Supplement 222-704, February 2022.
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About The Authors

Benjamin C. Esty

Finance
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E. Scott Mayfield

Finance
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  • The Voice War Continues: Hey Google vs. Alexa vs. Siri in 2022 By: David B. Yoffie and Daniel Fisher
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