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Subject: Contract/Agreement

Republic National Distributing Company and Young's Market Company Announce Expanded Partnership


Republic National Distributing Company (RNDC) and Young's Market Company (Young's) today announced a definitive agreement to partner in all markets in which Young's currently operates. The joint venture partnership expands upon Young's and RNDC's existing partnership in Arizona. With no geographic overlap between Young's and RNDC outside of their Arizona joint venture, the combined company will serve customers in 33 complementary markets, including 32 states and the District of Columbia.

Together, RNDC and the Underwood family will oversee Young's and the joint venture will be guided by a Board of Directors composed of executives from both companies. RNDC will lead daily sales and operations for all 33 markets, and Young's will operate in coordination with RNDC's business nationally.

"The marketplace is changing quickly and significantly," said Tom Cole, Chief Executive Officer, RNDC. "And while innovation and technology are on the forefront of our growing company, our partnership with Young's Market Company allows us to expand our reach across America, building upon the great relationships they've created for more than a century. The new partnership will expand service and selection of our combined beverage alcohol portfolios from coast to coast."

The joint operation will be driven by the family-owned and customer-focused cultures that have made RNDC and Young's each exceptional employers of choice. Together, RNDC and Young's will be better equipped to invest in employees and provide efficient and coordinated service to suppliers and customers.

"Our expanded partnership with RNDC represents a new and exciting chapter in the 131-year history of Young's Market Company," said Chris Underwood, Chief Executive Officer, Young's Market Company. "Our partnership with RNDC positions us to better serve suppliers and creates more opportunities for employees as part of a truly national enterprise."

The transaction is expected to close in the third quarter of 2019 and is subject to customary closing conditions, including regulatory approval.

About Republic National Distributing Company

RNDC is the second largest distributor of premium wine and spirits in the United States with operations in Alabama, Arizona, Colorado, District of Columbia, Florida, Georgia, Indiana, Kentucky, Louisiana, Maryland, Michigan, Mississippi, Nebraska, New Mexico, North Carolina, North Dakota, Ohio, Oklahoma, South Carolina, South Dakota, Texas, Virginia and West Virginia. RNDC employs more than 9,500 individuals nationwide. For more information, visit www.rndc-usa.com.

About Young's Market Company

Founded in 1888, Young's Market Company is the premier distributor of wines, spirits, and select beverages in the western United States. Young's employs more than 3,000 people and operates in 10 states: Alaska, Arizona, California, Hawaii, Idaho, Montana, Oregon, Utah, Washington, and Wyoming. For more information, visit www.youngsmarket.com.



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