Heritage Grocers Group LLC (HGG) is acquiring Hispanic-focused specialty food retailer El Rancho Supermercado to add to its existing Cardenas Markets and Tony's Fresh Market banners. To fund the transaction, HGG plans to issue an additional $460 million in term-loan debt maturing in six years, upsize the revolver maturing in four years to $125 million (undrawn at close), and contribute an additional $232 million in equity. S&P Global Ratings affirmed its 'B' issuer credit rating to HGG. At the same time, we affirmed our 'B' issue-level rating and '3' recovery rating to the proposed debt facilities. The '3' indicates our expectation for meaningful (50%-70%; rounded estimate: 60%) recovery in the event of a payment default. The stable outlook reflects our