Business Interest and Claims for Sale

Sale of Business Interest and Claims of The Great Atlantic & Pacific Tea Company, Inc., described as below:

• Business Interest: The Business Interest consist of 100% of Debtor Borman’s, Inc.’s membership interests in BLS Properties, L.L.C., a Michigan limited liability company; and
• Caremark Claims Release: The Transaction provides for certain releases between the Debtors and Buyer, which relate to the sale of the Membership Interests, as well as certain other claims the Debtors may assert against Buyer and the Caremark Parties relating to the fulfillment of customer prescriptions from the period of 2006 to 2008 (the “Asserted Caremark Claims”). The Asserted Caremark Claims total approximately $390,000. The Caremark Parties dispute the Asserted Caremark Claims. The Debtors have determined, in their business judgement, that it is in the best interests of the estates to release Buyer and the Caremark Parties from the Asserted Caremark Claims in order to consummate the Transaction.