Sprouts Farmers Market Secondary Offering Of 15M At $30/Share

Sprouts Farmers Market, Inc. (the "Company")

today announced the pricing of an underwritten public offering of 15,000,000 shares of its common stock by affiliates of Apollo Global Management, LLC ("Apollo"), and certain other stockholders of the Company (collectively, the "Selling Stockholders") at a public offering price of $30.00 per share. Apollo is selling approximately 11 million of the total shares (13 million if the underwriters' option is exercised in full). The offering is scheduled to close on August 18, 2014, subject to customary closing conditions. The underwriters of the offering will have the option to purchase up to an additional 2,250,000 shares of common stock from the Selling Stockholders. The Selling Stockholders will receive all of the proceeds from the offering. The offering is being made through an underwriting group led by Goldman, Sachs & Co., Credit Suisse, Apollo Global Securities, Deutsche Bank Securities, Guggenheim Securities, UBS Investment Bank and Wolfe Research Securities. Goldman, Sachs & Co. and Credit Suisse are acting as joint book-running managers of the offering and the representatives of the underwriters. This offering will be made only by means of a prospectus and related prospectus supplement forming a part of the automatically effective registration statement filed by the Company with the Securities and Exchange Commission. Copies of the final prospectus and related prospectus supplement relating to the offering, when available, may be obtained from: Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, NY 10282, Telephone: 866-471-2526, Facsimile: 212-902-9316 or by emailing prospectus-ny@ny.email.gs.com or Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, NY 10010, Telephone: 800-221-1037, or by emailing newyork.prospectus@credit-suisse.com. This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.