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Bob Mariano at the New City Mariano's store.
Erin Hooley / Chicago Tribune
Bob Mariano at the New City Mariano’s store.
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Bob Mariano has said that the coming takeover of Roundy’s, parent of his namesake grocery chain, by The Kroger Co. will be a good thing for customers and the company.

In the very least, it looks that way for Mariano, according to a Securities and Exchange Commission filing Thursday.

At the closure of the companies’ takeover agreement, the Roundy’s CEO will cash out stock options worth about $2.67 million, according to the filing. Additionally, Mariano has about 1.4 million shares of Roundy’s stock worth $5 million. He also has $180,000 in dividends available, making for a total value of about $8 million at the close expected before the end of the year.

And should Mariano be terminated without cause after the merger, an unlikely scenario, he will receive a $10.8 million golden parachute in cash, tax reimbursements and other benefits.

Not that the Roundy’s CEO is planning on going anywhere.

“I’m still on watch, I’m not going anywhere,” Mariano told the Tribune earlier this month.

Kroger announced its plan to purchase Roundy’s for $800 million earlier this month.

Mariano is not alone. The filing says Donald Rosanova, executive vice president of operations for Roundy’s, receives about $1 million for his stock options and is entitled to another $1 million if he sells his shares to the company.

The document also maps out the timeline of events that lead to the takeover.

Roundy’s first attempted to sell the company in 2011. The company contacted 23 potential buyers, including Kroger, and 46 “financial sponsors” through an auction process, according to the SEC filing.

Roundy’s negotiated with a potential buyer, the document says, but ultimately went public on the New York Stock Exchange on Feb. 17, 2012.

In July of last year, Roundy’s sold 18 stores in Minnesota to a group of retailers.

Conversations between Roundy’s and Kroger executives got under way this August. Later that month, Roundy’s contracted J.P. Morgan to conduct a review of the Kroger proposal. On Sept. 21, following a special meeting of Roundy’s board of directors in Chicago, the investment firm sought “a higher and more definitive purchase price,” from Kroger, the filing said. On Oct. 13, Kroger revised its offer.

For the next several weeks, the companies’ advisers hammered out details. They reached their agreement on Nov. 10.

gtrotter@tribpub.com

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