BRENTWOOD, Tenn. — Tractor Supply Co. (NASDAQ: TSCO), the largest rural lifestyle retailer in the United States, today announced that it has entered into an agreement to acquire Orscheln Farm and Home in an all-cash transaction for approximately $297 million, net of acquired estimated future tax benefits of $23 million. Orscheln Farm and Home operates 167 stores located in 11 states: Missouri, Kansas, Nebraska, Iowa, Indiana, Oklahoma, Arkansas, Texas, Kentucky, Illinois and Ohio. The acquisition is conditioned on the receipt of regulatory approval and satisfactory completion of customary closing conditions.

“This is an exciting step for Tractor Supply as we expand our footprint in the Midwest with the high-quality assets of Orscheln Farm and Home. We have always had great respect for Barry Orscheln and the team at Orscheln Farm and Home for the strong connection they have with customers in the communities they serve, along with their industry knowledge and capabilities. With our shared values and passion for the Out Here lifestyle, we are honored to welcome Orscheln Farm and Home to the Tractor Supply family. We look forward to bringing together our highly complementary cultures and teams to realize the long-term value and benefits that we expect this acquisition to deliver,” said Hal Lawton, Tractor Supply’s President and Chief Executive Officer.

Barry Orscheln, Chairman and CEO of Orscheln Farm and Home, commented, “For more than 60 years, my family, our Orscheln Farm and Home employees and I have been committed to serving the needs of rural communities across the Midwest. I am very proud of all that we have accomplished over this time. I am confident that with Tractor Supply our stores will be well-positioned to continue Orscheln’s tradition of taking care of our customers and communities for the next phase of growth.”

Tractor Supply’s preliminary estimates indicate the acquisition will be immediately accretive to earnings per share upon closing. The earnings accretion is anticipated to grow over time as planned synergies are achieved. Tractor Supply intends to fund the acquisition through existing cash on hand.

For Tractor Supply, Goldman Sachs & Co. LLC is acting as financial advisor, and Bass, Berry & Sims PLC is acting as legal advisor. Fifth Third Securities is acting as financial advisor to Orscheln Farm and Home, while Stinson LLP is acting as legal advisor.