SpartanNash Company: The Amazon Warrants (B)
Unbeknownst to most people, Amazon currently holds $10 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 in at least 13 publicly traded companies and more than 75 private companies. As of January 2022, Amazon's current holdings of warrants was worth almost $4 billion. This case explores one of the recent deals in which Amazon requested warrants as part of a new commercial agreement. In September 2020, shortly before Tony Sarsam became CEO of SpartanNash Company, the fifth largest food distributor in the United States, Amazon presented the company with a 2-part proposal. The first part involved a revision to the existing commercial agreement that governed distribution of food 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 $400 million per year, this proposal represented a significant opportunity for SpartanNash to grow with one of America's largest and fastest-growing retailers. Should Sarsam accept the proposal, reject it, or try to renegotiate aspects? More generally, was this an example of a powerful buyer exerting market power over a supplier, or was it an example of a new kind of dynamic partnership that would align interests the medium to longer term through ownership stakes? "