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PENN TRAFFIC ANNOUNCES PRICING OF 2,000,000 SHARES OF COMMON STOCK AND $400,000,000 SENIOR SUBORDINATED NOTES

 JOHNSTOWN, Pa., April 8 /PRNewswire/ -- The Penn Traffic Company (AMEX: PNF) announced today the pricing of a public offering of 2,000,000 shares of common stock and $400,000,000 of 12-year senior subordinated notes (the "Notes").
 The shares of common stock will be sold at an offering price of $39-1/4 per share. In addition to the newly issued shares of common stock being publicly offered by the company, the public offering will include the sale of an additional 788,115 shares of common stock owned by Salomon Brothers Holding Company, Inc. The company will not receive any of the proceeds of the sale of these shares. The managers for the offering of the common stock are Goldman, Sachs & Co.
 The notes will bear interest at a rate of 9-5/8 percent per annum and will be offered at a price equal to 99.127 percent of par. The offering of the notes will be underwritten by Goldman, Sachs & Co. and by BT Securities Corporation.
 The offerings are part of a series of transactions, including the mergers of the company's subsidiaries P&C Food Markets, Inc. ("P&C") and Big Bear Stores Company ("Big Bear") into Penn Traffic and the retirement of certain debt bearing interest at a weighted average rate of approximately 13-1/2 percent per annum.
 On March 19, 1993, Penn Traffic commenced offers (the "Offers") to purchase any and all of the outstanding 12-3/4 percent senior notes due 1997 of Big Bear (the "Big Bear Notes") and any and all of the outstanding 13-3/4 percent senior subordinated notes due 1998 of P&C (the "P&C Notes"). The cash purchase prices for the offers are equal to $1,052.50 per $1,000 principal amount of the Big Bear Notes and $1,082.50 per $1,000 principal amount of the P&C notes, plus, in each case, accrued and unpaid interest up to, but not including, the date of payment, upon the terms and subject to the conditions set forth in the respective offers to purchase and in the related letters of transmittal.
 The closing of the offering of the senior notes and common stock and the mergers of P&C and Big Bear into Penn Traffic are scheduled to occur on April 15, 1993. The offers to purchase the P&C notes and the Big Bear notes (which are conditioned upon, among other things, the sale of the notes and common stock) will expire at 5 p.m. on April 19, 1993, unless the offers are extended. For further information regarding the offers, please contact Marine Midland Bank, N.A., which is acting as depositary for the offers, or either Goldman, Sachs & Co. or BT Securities Corporation, which are acting as dealer managers for the offers.
 The offering of the notes and common stock may be made only by prospectus, and this announcement shall constitute neither an offer to sell nor a solicitation of an offer to buy. For a copy of the prospectus, please contact either of the underwriters.
 The Penn Traffic Company is one of the leading food retailers in the Eastern United States, operating 218 supermarkets in western Pennsylvania, upstate New York, Ohio and northern West Virginia under the names of Riverside Markets, Bi-Lo Foods, Quality Markets, P&C Foods, Big Bear and Big Bear Plus. Additionally, the company operates a wholesale food distribution business serving 133 licensed franchisees and 127 independent operators and a discount general merchandise business with 17 stores. Grand Union, in which Penn Traffic holds a 17.8 percent equity interest, operates supermarkets in the Eastern United States.
 -0- 4/8/93
 /CONTACT: Martin A. Fox, vice chairman-finance, of Penn Traffic, 212-370-0040/
 (PNF)


CO: The Penn Traffic Company; P&C Food Markets, Inc.; Big Bear Stores
 Company ST: Pennsylvania IN: REA SU: OFR


DM-CD -- PG013 -- 4248 04/08/93 12:31 EDT
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Publication:PR Newswire
Date:Apr 8, 1993
Words:648
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