The Co-op is set to take over fellow retailer Nisa Local.
Nisa's board has unanimously recommended to its shareholders an offer of up to £137.5m.
If this deal goes ahead Nisa stores would have access to the Co-op's range of products and could become franchisees of the organisation.
Nisa has stores in Cleator Moor, Egremont, Penrith and Whitehaven.
Jo Whitfield, food chief executive of The Co-op, said: “This acquisition provides the opportunity to create an even greater and more compelling member-led presence within the UK convenience sector. We believe we have presented a compelling offer for Nisa members, with a future proposition that would bring them our award winning own label products and wide range."
Peter Hartley, chairman of Nisa, said: "While the business has made significant strides in recent years, we firmly believe that the combination with the Co-op is in the best interests of our members."
Nisa members will vote on the takeover next month.
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