Arizona Attorney General Kris Mayes Seeks Nearly $1 Million From Kroger, Albertsons for Legal Fees After Blocking Grocery Merger

Arizona Attorney General Kris Mayes is asking grocery giants Kroger and Albertsons to pay nearly $1 million for the state's legal fees after Arizona attorneys general successfully blocked the companies' proposed $24.6 billion merger last year.

Legal papers filed in federal court in Oregon seek $972,000 from the two companies, which Mayes' office helped prevent from combining. The state is not alone in the request — eight other states and the District of Columbia, working alongside the Federal Trade Commission, are also seeking reimbursement for their legal costs.

Together, the states' requests total more than $10.3 million.

A Statewide Investigation

Mayes began her investigation in 2023 when Kroger and Albertsons announced their planned merger. The deal would have combined one of the nation's largest grocery chains with its competitor, creating a massive entity that would control hundreds of thousands of stores across the United States.

The companies promised significant investments — Kroger said it would pour $1.3 billion into Albertsons — and claimed the merger would benefit consumers by lowering prices and providing more choices. The deal also referenced Walmart as a competitor, noting the combination would establish a more competitive alternative to large non-union retailers.

Mayes' office looked at whether the merger violated state laws, including questions about whether the combined company could drive up prices in Arizona, close stores, or harm the 35,000 Arizonans who worked for both companies.

Extensive Investigation and Cost

The investigation consumed considerable resources. States issued investigative demands, interviewed witnesses across the industry, attended Federal Trade Commission hearings, spoke with consumers and grocery store owners, and conducted market research.

The court documents reveal the scope of the effort:

• A shared database managed by the states processed more than 19 million documents
• Eight states and the District of Columbia worked alongside the FTC on separate investigations
• Combined efforts required approximately 15,000 hours from 45 attorneys, 16 paralegals, and support staff
• Total legal fees and costs exceed $10.3 million across all participating states

The FTC Led the Way

The Federal Trade Commission took the lead when it sued to block the merger in 2024. Arizona joined the federal lawsuit, along with seven other states and D.C. Federal and state judges ultimately issued an order enjoining the $24.6 billion merger.

The grocery chains gave up the deal and remain separate companies.

Seeking Reimbursement

The state attorneys general say their investigation and prosecution work deserves reimbursement, separate from the FTC's efforts.

"Each of the states spent a significant amount of time investigating and prosecuting their opposition to the proposed merger," the attorneys told U.S. District Court Judge Adrienne Nelson. "The hours for both investigating and prosecuting the states' antitrust claims for injunctive relief are recoverable."

Kroger filed a Securities and Exchange Commission document showing it spent more than $1 billion over three years on the unsuccessful merger attempt. State attorneys argued that even factoring in the FTC's role, the states' request is reasonable.

"There was no immediate response from either company," according to KJZZ's Howard Fischer.

Mayes' Concerns

During her investigation, Mayes raised specific questions about the merger's impact on Arizona consumers and workers. Her office conducted town halls across the state to hear from residents about how the merger would affect their communities.

"We were reviewing questions such as whether the combination would enable the surviving entity to drive up prices in Arizona, whether stores would close, and how it would affect the 35,000 Arizonans working for both," Mayes said at the time.

Multi-State Cooperation

The Kroger-Albertsons merger was part of a larger trend in antitrust enforcement. The combined legal fees from eight states and D.C. demonstrate how states are increasingly working together on economic issues that affect multiple jurisdictions.

The states' attorneys estimated their combined efforts involved significant time and resources, with total legal fees and costs exceeding $10.3 million across all participating states.

The case continues in federal court as the states pursue their request for reimbursement from the grocery companies.