☒
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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47-4376911
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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N/A
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N/A
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Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated filer
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☒ (Do not check if a smaller reporting company)
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Page
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November 30,
2019 |
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February 23,
2019 |
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ASSETS
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Current assets
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|||||
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Cash and cash equivalents
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$
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406.4
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$
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926.1
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Receivables, net
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501.2
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586.2
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Inventories, net
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4,624.2
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4,332.8
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Other current assets
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447.8
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404.9
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Total current assets
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5,979.6
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6,250.0
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Property and equipment, net
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9,222.0
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9,861.3
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Operating lease right-of-use assets
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5,836.1
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—
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Intangible assets, net
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2,123.9
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2,834.5
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Goodwill
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1,183.3
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1,183.3
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Other assets
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646.7
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647.5
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TOTAL ASSETS
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$
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24,991.6
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$
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20,776.6
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LIABILITIES
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Current liabilities
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Accounts payable
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$
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3,183.2
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$
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2,918.7
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Accrued salaries and wages
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1,099.9
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1,054.7
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Current maturities of long-term debt and finance lease obligations
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133.3
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148.8
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Current maturities of operating lease obligations
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549.7
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—
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Other current liabilities
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1,006.1
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1,030.5
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Total current liabilities
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5,972.2
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5,152.7
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Long-term debt and finance lease obligations
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8,615.9
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10,437.6
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Long-term operating lease obligations
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5,430.5
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—
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Deferred income taxes
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711.3
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561.4
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Other long-term liabilities
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1,851.1
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3,174.2
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Commitments and contingencies
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STOCKHOLDERS' EQUITY
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Preferred stock, $0.01 par value; 30,000,000 shares authorized, no shares issued and outstanding as of November 30, 2019 and February 23, 2019, respectively
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—
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—
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Common stock, $0.01 par value; 1,000,000,000 shares authorized and 279,597,312 shares issued and outstanding as of November 30, 2019, and 1,000,000,000 shares authorized and 277,882,010 shares issued and outstanding as of February 23, 2019
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2.8
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2.8
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Additional paid-in capital
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1,823.5
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1,814.2
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Treasury stock, at cost, 1,772,018 shares held as of November 30, 2019 and February 23, 2019, respectively
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(25.8
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)
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(25.8
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)
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Accumulated other comprehensive income
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85.6
|
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91.3
|
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Retained earnings (accumulated deficit)
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524.5
|
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(431.8
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)
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Total stockholders' equity
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2,410.6
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1,450.7
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TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY
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$
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24,991.6
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$
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20,776.6
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12 weeks ended
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40 weeks ended
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||||||||||||
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November 30,
2019 |
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December 1,
2018 |
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November 30,
2019 |
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December 1,
2018 |
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Net sales and other revenue
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$
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14,103.2
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$
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13,840.4
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$
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47,018.3
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$
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46,517.9
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Cost of sales
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10,108.1
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9,988.0
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33,842.1
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33,682.0
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Gross profit
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3,995.1
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3,852.4
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13,176.2
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12,835.9
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Selling and administrative expenses
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3,807.2
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3,665.9
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12,548.4
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12,500.7
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(Gain) loss on property dispositions and impairment losses, net
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(18.7
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)
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12.1
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(482.7
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)
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(163.7
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)
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Operating income
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206.6
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174.4
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1,110.5
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498.9
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Interest expense, net
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154.8
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213.0
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557.5
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662.5
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Loss on debt extinguishment
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—
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9.5
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65.8
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9.5
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Other income, net
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(15.9
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)
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(28.3
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)
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(21.9
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)
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(88.3
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)
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Income (loss) before income taxes
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67.7
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(19.8
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)
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509.1
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(84.8
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)
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Income tax expense (benefit)
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12.9
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(65.4
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)
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110.5
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(80.3
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)
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Net income (loss)
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$
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54.8
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$
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45.6
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$
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398.6
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$
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(4.5
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)
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Other comprehensive income (loss), net of tax
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Gain (loss) on interest rate swaps
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5.0
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0.9
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(33.3
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)
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4.3
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Recognition of pension gain (loss)
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0.7
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(0.5
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)
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24.8
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(1.6
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)
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Other
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(0.2
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)
|
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(0.5
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)
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2.8
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(1.7
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)
|
||||
Other comprehensive income (loss)
|
$
|
5.5
|
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|
$
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(0.1
|
)
|
|
$
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(5.7
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)
|
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$
|
1.0
|
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|
|
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||||||||
Comprehensive income (loss)
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$
|
60.3
|
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$
|
45.5
|
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$
|
392.9
|
|
|
$
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(3.5
|
)
|
|
40 weeks ended
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||||||
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November 30,
2019 |
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December 1,
2018 |
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income (loss)
|
$
|
398.6
|
|
|
$
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(4.5
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
|
|
|
|
||||
Gain on property dispositions and impairment losses, net
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(482.7
|
)
|
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(163.7
|
)
|
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Depreciation and amortization
|
1,281.9
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1,340.8
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Operating lease right-of-use assets amortization
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418.3
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—
|
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LIFO expense
|
18.9
|
|
|
15.7
|
|
||
Deferred income tax
|
(40.6
|
)
|
|
(135.2
|
)
|
||
Contributions to pension and post-retirement benefit plans, net of (income) expense
|
(16.2
|
)
|
|
(178.2
|
)
|
||
Amortization and write-off of deferred financing costs
|
35.4
|
|
|
38.3
|
|
||
Loss on debt extinguishment
|
65.8
|
|
|
9.5
|
|
||
Equity-based compensation expense
|
24.8
|
|
|
35.5
|
|
||
Other
|
8.9
|
|
|
(35.9
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Receivables, net
|
84.9
|
|
|
47.1
|
|
||
Inventories, net
|
(310.4
|
)
|
|
(234.0
|
)
|
||
Accounts payable, accrued salaries and wages and other accrued liabilities
|
322.4
|
|
|
347.4
|
|
||
Operating lease liabilities
|
(385.5
|
)
|
|
—
|
|
||
Other operating assets and liabilities
|
(37.5
|
)
|
|
(13.7
|
)
|
||
Net cash provided by operating activities
|
1,387.0
|
|
|
1,069.1
|
|
||
|
|
|
|
||||
Cash flows from investing activities:
|
|
|
|
||||
Payments for property, equipment and intangibles, including payments for lease buyouts
|
(1,083.7
|
)
|
|
(916.9
|
)
|
||
Proceeds from sale of assets
|
1,061.0
|
|
|
529.3
|
|
||
Other
|
(2.7
|
)
|
|
27.0
|
|
||
Net cash used in investing activities
|
(25.4
|
)
|
|
(360.6
|
)
|
||
|
|
|
|
||||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from issuance of long-term debt
|
1,518.0
|
|
|
1,365.8
|
|
||
Payments on long-term borrowings
|
(3,300.8
|
)
|
|
(2,113.8
|
)
|
||
Payments of obligations under finance leases
|
(78.3
|
)
|
|
(74.5
|
)
|
||
Payments for debt financing costs
|
(25.5
|
)
|
|
(18.6
|
)
|
||
Purchase of treasury stock, at cost
|
—
|
|
|
(25.8
|
)
|
||
Other
|
(26.1
|
)
|
|
(36.3
|
)
|
||
Net cash used in financing activities
|
(1,912.7
|
)
|
|
(903.2
|
)
|
||
|
|
|
|
||||
Net decrease in cash and cash equivalents and restricted cash
|
(551.1
|
)
|
|
(194.7
|
)
|
||
Cash and cash equivalents and restricted cash at beginning of period
|
967.7
|
|
|
680.8
|
|
||
Cash and cash equivalents and restricted cash at end of period
|
$
|
416.6
|
|
|
$
|
486.1
|
|
|
Common Stock
|
|
Additional paid in capital
|
|
Treasury stock
|
|
Accumulated other comprehensive income
|
|
Retained earnings (accumulated deficit)
|
|
Total stockholders' equity
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
|
|
|
|
||||||||||||||||||
Balance as of February 23, 2019
|
277,882,010
|
|
|
$
|
2.8
|
|
|
$
|
1,814.2
|
|
|
$
|
(25.8
|
)
|
|
$
|
91.3
|
|
|
$
|
(431.8
|
)
|
|
$
|
1,450.7
|
|
Equity-based compensation
|
—
|
|
|
—
|
|
|
11.1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11.1
|
|
||||||
Employee tax withholding on vesting of phantom units
|
—
|
|
|
—
|
|
|
(12.1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12.1
|
)
|
||||||
Adoption of new accounting standards, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16.6
|
|
|
558.0
|
|
|
574.6
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
49.0
|
|
|
49.0
|
|
||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(18.5
|
)
|
|
—
|
|
|
(18.5
|
)
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
—
|
|
|
(0.3
|
)
|
|
(0.4
|
)
|
||||||
Balance as of June 15, 2019
|
277,882,010
|
|
|
2.8
|
|
|
1,813.1
|
|
|
(25.8
|
)
|
|
89.4
|
|
|
174.9
|
|
|
2,054.4
|
|
||||||
Equity-based compensation
|
—
|
|
|
—
|
|
|
6.5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6.5
|
|
||||||
Employee tax withholding on vesting of phantom units
|
—
|
|
|
—
|
|
|
(0.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.9
|
)
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
294.8
|
|
|
294.8
|
|
||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9.3
|
)
|
|
—
|
|
|
(9.3
|
)
|
||||||
Balance as of September 7, 2019
|
277,882,010
|
|
|
2.8
|
|
|
1,818.7
|
|
|
(25.8
|
)
|
|
80.1
|
|
|
469.7
|
|
|
2,345.5
|
|
||||||
Issuance of common stock to Company's parents
|
1,715,302
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Equity-based compensation
|
—
|
|
|
—
|
|
|
7.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7.2
|
|
||||||
Employee tax withholding on vesting of phantom units
|
—
|
|
|
—
|
|
|
(1.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.7
|
)
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
54.8
|
|
|
54.8
|
|
||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.5
|
|
|
—
|
|
|
5.5
|
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
||||||
Balance as of November 30, 2019
|
279,597,312
|
|
|
$
|
2.8
|
|
|
$
|
1,823.5
|
|
|
$
|
(25.8
|
)
|
|
$
|
85.6
|
|
|
$
|
524.5
|
|
|
$
|
2,410.6
|
|
|
Common Stock
|
|
Additional paid in capital
|
|
Treasury stock
|
|
Accumulated other comprehensive income
|
|
Retained earnings (accumulated deficit)
|
|
Total stockholders' equity
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
|
|
|
|
||||||||||||||||||
Balance as of February 24, 2018
|
279,654,028
|
|
|
$
|
2.8
|
|
|
$
|
1,773.3
|
|
|
$
|
—
|
|
|
$
|
191.1
|
|
|
$
|
(569.0
|
)
|
|
$
|
1,398.2
|
|
Equity-based compensation
|
—
|
|
|
—
|
|
|
13.4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13.4
|
|
||||||
Employee tax withholding on vesting of phantom units
|
—
|
|
|
—
|
|
|
(14.3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14.3
|
)
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17.7
|
)
|
|
(17.7
|
)
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.9
|
|
|
—
|
|
|
5.9
|
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5.8
|
|
|
5.8
|
|
||||||
Balance as of June 16, 2018
|
279,654,028
|
|
|
2.8
|
|
|
1,772.4
|
|
|
—
|
|
|
197.0
|
|
|
(580.9
|
)
|
|
1,391.3
|
|
||||||
Equity-based compensation
|
—
|
|
|
—
|
|
|
12.2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12.2
|
|
||||||
Employee tax withholding on vesting of phantom units
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(32.4
|
)
|
|
(32.4
|
)
|
||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4.8
|
)
|
|
—
|
|
|
(4.8
|
)
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
(3.2
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3.2
|
)
|
||||||
Balance as of September 8, 2018
|
279,654,028
|
|
|
2.8
|
|
|
1,780.9
|
|
|
—
|
|
|
192.2
|
|
|
(613.3
|
)
|
|
1,362.6
|
|
||||||
Equity-based compensation
|
—
|
|
|
—
|
|
|
9.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9.9
|
|
||||||
Employee tax withholding on vesting of phantom units
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.5
|
)
|
||||||
Treasury stock purchases, at cost
|
(1,772,018
|
)
|
|
—
|
|
|
—
|
|
|
(25.8
|
)
|
|
—
|
|
|
—
|
|
|
(25.8
|
)
|
||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45.6
|
|
|
45.6
|
|
||||||
Other comprehensive loss, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(0.1
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
(1.6
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1.6
|
)
|
||||||
Balance as of December 1, 2018
|
277,882,010
|
|
|
$
|
2.8
|
|
|
$
|
1,788.7
|
|
|
$
|
(25.8
|
)
|
|
$
|
192.1
|
|
|
$
|
(567.7
|
)
|
|
$
|
1,390.1
|
|
|
12 weeks ended
|
|
40 weeks ended
|
||||||||||||||||||||||||
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
||||||||||||||||||||
|
Amount (1)
|
|
% of Total
|
|
Amount (1)
|
|
% of Total
|
|
Amount (1)
|
|
% of Total
|
|
Amount (1)
|
|
% of Total
|
||||||||||||
Non-perishables (2)
|
$
|
6,168.2
|
|
|
43.7
|
%
|
|
$
|
6,032.9
|
|
|
43.6
|
%
|
|
$
|
20,362.4
|
|
|
43.3
|
%
|
|
$
|
20,186.0
|
|
|
43.4
|
%
|
Perishables (3)
|
5,691.5
|
|
|
40.4
|
|
|
5,596.5
|
|
|
40.5
|
|
|
19,347.7
|
|
|
41.1
|
|
|
19,099.1
|
|
|
41.0
|
|
||||
Pharmacy
|
1,228.5
|
|
|
8.7
|
|
|
1,194.5
|
|
|
8.6
|
|
|
3,958.2
|
|
|
8.4
|
|
|
3,847.0
|
|
|
8.3
|
|
||||
Fuel
|
794.3
|
|
|
5.6
|
|
|
831.3
|
|
|
6.0
|
|
|
2,664.0
|
|
|
5.7
|
|
|
2,785.4
|
|
|
6.0
|
|
||||
Other (4)
|
220.7
|
|
|
1.6
|
|
|
185.2
|
|
|
1.3
|
|
|
686.0
|
|
|
1.5
|
|
|
600.4
|
|
|
1.3
|
|
||||
Net sales and other revenue
|
$
|
14,103.2
|
|
|
100.0
|
%
|
|
$
|
13,840.4
|
|
|
100.0
|
%
|
|
$
|
47,018.3
|
|
|
100.0
|
%
|
|
$
|
46,517.9
|
|
|
100.0
|
%
|
Level 1 -
|
Quoted prices in active markets for identical assets or liabilities;
|
Level 2 -
|
Inputs other than quoted prices included within Level 1 that are either directly or indirectly observable; and
|
Level 3 -
|
Unobservable inputs in which little or no market activity exists, requiring an entity to develop its own assumptions that market participants would use to value the asset or liability.
|
|
|
Fair Value Measurements
|
||||||||||||||
|
|
Total
|
|
Quoted prices in active markets
for identical assets
(Level 1)
|
|
Significant
observable
inputs
(Level 2)
|
|
Significant
unobservable
inputs
(Level 3)
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Short-term investments (1)
|
|
$
|
11.7
|
|
|
$
|
9.2
|
|
|
$
|
2.5
|
|
|
$
|
—
|
|
Non-current investments (2)
|
|
86.9
|
|
|
31.3
|
|
|
55.6
|
|
|
—
|
|
||||
Total
|
|
$
|
98.6
|
|
|
$
|
40.5
|
|
|
$
|
58.1
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Derivative contracts (3)
|
|
$
|
56.7
|
|
|
$
|
—
|
|
|
$
|
56.7
|
|
|
$
|
—
|
|
Total
|
|
$
|
56.7
|
|
|
$
|
—
|
|
|
$
|
56.7
|
|
|
$
|
—
|
|
|
|
Fair Value Measurements
|
||||||||||||||
|
|
Total
|
|
Quoted prices in active markets
for identical assets
(Level 1)
|
|
Significant
observable
inputs
(Level 2)
|
|
Significant
unobservable
inputs
(Level 3)
|
||||||||
Assets:
|
|
|
|
|
|
|
|
|
||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
||||||||
Money market
|
|
$
|
489.0
|
|
|
$
|
489.0
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Short-term investments (1)
|
|
23.1
|
|
|
21.0
|
|
|
2.1
|
|
|
—
|
|
||||
Non-current investments (2)
|
|
84.2
|
|
|
30.5
|
|
|
53.7
|
|
|
—
|
|
||||
Total
|
|
$
|
596.3
|
|
|
$
|
540.5
|
|
|
$
|
55.8
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
||||||||
Liabilities:
|
|
|
|
|
|
|
|
|
||||||||
Derivative contracts (3)
|
|
$
|
21.1
|
|
|
$
|
—
|
|
|
$
|
21.1
|
|
|
$
|
—
|
|
Total
|
|
$
|
21.1
|
|
|
$
|
—
|
|
|
$
|
21.1
|
|
|
$
|
—
|
|
|
|
Amount of income recognized from derivatives
|
|
|
||||||
Derivatives designated as hedging instruments
|
|
12 weeks ended November 30, 2019
|
|
12 weeks ended December 1, 2018
|
|
Location of income recognized from derivatives
|
||||
Designated interest rate swaps
|
|
$
|
5.0
|
|
|
$
|
0.9
|
|
|
Other comprehensive income (loss), net of tax
|
|
|
Amount of (loss) income recognized from derivatives
|
|
|
||||||
Derivatives designated as hedging instruments
|
|
40 weeks ended
November 30, 2019 |
|
40 weeks ended
December 1, 2018 |
|
Location of (loss) income recognized from derivatives
|
||||
Designated interest rate swaps
|
|
$
|
(33.3
|
)
|
|
$
|
4.3
|
|
|
Other comprehensive income (loss), net of tax
|
|
November 30,
2019 |
|
February 23,
2019 |
||||
Albertsons Term Loans due 2025 to 2026, interest rate range of 4.45% to 5.69%
|
$
|
2,311.5
|
|
|
$
|
4,610.7
|
|
Senior Unsecured Notes due 2024, 2025, 2026, 2027 and 2028, interest rate of 6.625%, 5.750%, 7.5%, 4.625% and 5.875%, respectively
|
4,554.3
|
|
|
3,071.6
|
|
||
New Albertsons L.P. Notes due 2026 to 2031, interest rate range of 6.52% to 8.70%
|
465.5
|
|
|
1,322.3
|
|
||
Safeway Inc. Notes due 2020 to 2031, interest rate range of 3.95% to 7.45%
|
641.9
|
|
|
675.3
|
|
||
ABL Facility, average interest rate of 5.0%
|
18.0
|
|
|
—
|
|
||
Other Notes Payable, unsecured
|
37.3
|
|
|
125.4
|
|
||
Mortgage Notes Payable, secured
|
18.4
|
|
|
18.8
|
|
||
Finance lease obligations (see Note 5)
|
702.3
|
|
|
762.3
|
|
||
Total debt
|
8,749.2
|
|
|
10,586.4
|
|
||
Less current maturities
|
(133.3
|
)
|
|
(148.8
|
)
|
||
Long-term portion
|
$
|
8,615.9
|
|
|
$
|
10,437.6
|
|
|
|
Classification
|
|
12 weeks ended
November 30, 2019 |
|
40 weeks ended
November 30, 2019 |
||||
Operating lease cost (1)
|
|
Cost of sales and Selling and administrative expenses (3)
|
|
$
|
233.1
|
|
|
$
|
748.1
|
|
Finance lease cost
|
|
|
|
|
|
|
||||
Amortization of lease assets
|
|
Cost of sales and Selling and administrative expenses (3)
|
|
20.6
|
|
|
70.1
|
|
||
Interest on lease liabilities
|
|
Interest expense, net
|
|
18.2
|
|
|
62.2
|
|
||
Variable lease cost (2)
|
|
Cost of sales and Selling and administrative expenses (3)
|
|
90.0
|
|
|
299.3
|
|
||
Sublease income
|
|
Net sales and other revenue
|
|
(26.5
|
)
|
|
(83.6
|
)
|
||
Total lease cost, net
|
|
|
|
$
|
335.4
|
|
|
$
|
1,096.1
|
|
|
|
Classification
|
|
November 30, 2019
|
||
Assets
|
|
|
|
|
||
Operating
|
|
Operating lease right-of-use assets
|
|
$
|
5,836.1
|
|
Finance
|
|
Property and equipment, net
|
|
458.8
|
|
|
Total lease assets
|
|
|
|
$
|
6,294.9
|
|
Liabilities
|
|
|
|
|
||
Current
|
|
|
|
|
||
Operating
|
|
Current maturities of operating lease obligations
|
|
$
|
549.7
|
|
Finance
|
|
Current maturities of long-term debt and finance lease obligations
|
|
101.1
|
|
|
Long-term
|
|
|
|
|
||
Operating
|
|
Long-term operating lease obligations
|
|
5,430.5
|
|
|
Finance
|
|
Long-term debt and finance lease obligations
|
|
601.2
|
|
|
Total lease liabilities
|
|
|
|
$
|
6,682.5
|
|
|
40 weeks ended
November 30, 2019 |
|
Cash paid for amounts included in the measurement of lease liabilities
|
|
|
Operating cash flows from operating leases
|
700.2
|
|
Operating cash flows from finance leases
|
62.2
|
|
Financing cash flows from finance leases
|
78.3
|
|
ROU assets obtained in exchange for operating lease obligations
|
999.8
|
|
ROU assets obtained in exchange for finance lease obligations
|
—
|
|
Weighted average remaining lease term - operating leases (in years)
|
12.2
|
|
Weighted average remaining lease term - finance leases (in years)
|
9.1
|
|
Weighted average discount rate - operating leases
|
7.1
|
%
|
Weighted average discount rate - finance leases
|
13.7
|
%
|
|
Lease Obligations
|
||||||
Fiscal year
|
Operating Leases
|
|
Finance Leases
|
||||
Remainder of 2019
|
$
|
224.0
|
|
|
$
|
39.8
|
|
2020
|
947.0
|
|
|
147.6
|
|
||
2021
|
897.5
|
|
|
137.1
|
|
||
2022
|
838.4
|
|
|
125.8
|
|
||
2023
|
767.1
|
|
|
116.2
|
|
||
Thereafter
|
5,537.1
|
|
|
519.7
|
|
||
Total future minimum obligations
|
9,211.1
|
|
|
1,086.2
|
|
||
Less interest
|
(3,230.9
|
)
|
|
(383.9
|
)
|
||
Present value of net future minimum lease obligations
|
5,980.2
|
|
|
702.3
|
|
||
Less current portion
|
(549.7
|
)
|
|
(101.1
|
)
|
||
Long-term obligations
|
$
|
5,430.5
|
|
|
$
|
601.2
|
|
|
Lease Obligations
|
||||||
Fiscal year
|
Operating Leases
|
|
Capital Leases
|
||||
2019
|
$
|
879.7
|
|
|
$
|
170.5
|
|
2020
|
840.5
|
|
|
151.3
|
|
||
2021
|
783.2
|
|
|
134.9
|
|
||
2022
|
723.6
|
|
|
123.1
|
|
||
2023
|
651.0
|
|
|
114.1
|
|
||
Thereafter
|
4,338.6
|
|
|
509.1
|
|
||
Total future minimum obligations
|
$
|
8,216.6
|
|
|
1,203.0
|
|
|
Less interest
|
|
|
(440.7
|
)
|
|||
Present value of net future minimum lease obligations
|
|
|
|
762.3
|
|
||
Less current portion
|
|
|
(97.3
|
)
|
|||
Long-term obligations
|
|
|
|
$
|
665.0
|
|
|
12 weeks ended
|
||||||||||||||
|
Pension
|
|
Other post-retirement benefits
|
||||||||||||
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
||||||||
Estimated return on plan assets
|
$
|
(25.4
|
)
|
|
$
|
(26.0
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Service cost
|
3.4
|
|
|
12.1
|
|
|
0.1
|
|
|
0.3
|
|
||||
Interest cost
|
18.6
|
|
|
19.8
|
|
|
0.1
|
|
|
0.1
|
|
||||
Amortization of prior service cost
|
0.1
|
|
|
—
|
|
|
0.8
|
|
|
0.8
|
|
||||
Amortization of net actuarial loss (gain)
|
0.1
|
|
|
(1.4
|
)
|
|
—
|
|
|
(0.1
|
)
|
||||
(Income) expense, net
|
$
|
(3.2
|
)
|
|
$
|
4.5
|
|
|
$
|
1.0
|
|
|
$
|
1.1
|
|
|
40 weeks ended
|
||||||||||||||
|
Pension
|
|
Other post-retirement benefits
|
||||||||||||
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
||||||||
Estimated return on plan assets
|
$
|
(84.6
|
)
|
|
$
|
(86.6
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
Service cost
|
11.3
|
|
|
40.3
|
|
|
0.4
|
|
|
0.8
|
|
||||
Interest cost
|
62.0
|
|
|
66.0
|
|
|
0.5
|
|
|
0.4
|
|
||||
Amortization of prior service cost
|
0.3
|
|
|
—
|
|
|
2.8
|
|
|
2.8
|
|
||||
Amortization of net actuarial loss (gain)
|
0.4
|
|
|
(4.8
|
)
|
|
(0.3
|
)
|
|
(0.2
|
)
|
||||
(Income) expense, net
|
$
|
(10.6
|
)
|
|
$
|
14.9
|
|
|
$
|
3.4
|
|
|
$
|
3.8
|
|
|
40 weeks ended November 30, 2019
|
||||||||||||||
|
Total
|
|
Interest rate swaps
|
|
Pension and Post-retirement benefit plans
|
|
Other
|
||||||||
Beginning balance
|
$
|
91.3
|
|
|
$
|
3.4
|
|
|
$
|
88.8
|
|
|
$
|
(0.9
|
)
|
Cumulative effect of accounting change (1)
|
16.6
|
|
|
1.2
|
|
|
14.9
|
|
|
0.5
|
|
||||
Other comprehensive (loss) income before reclassifications
|
(31.8
|
)
|
|
(44.9
|
)
|
|
10.1
|
|
|
3.0
|
|
||||
Amounts reclassified from accumulated other comprehensive income
|
1.5
|
|
|
(1.7
|
)
|
|
3.2
|
|
|
—
|
|
||||
Tax benefit (expense)
|
8.0
|
|
|
12.1
|
|
|
(3.4
|
)
|
|
(0.7
|
)
|
||||
Current-period other comprehensive (loss) income, net of tax
|
(5.7
|
)
|
|
(33.3
|
)
|
|
24.8
|
|
|
2.8
|
|
||||
Ending balance
|
$
|
85.6
|
|
|
$
|
(29.9
|
)
|
|
$
|
113.6
|
|
|
$
|
1.9
|
|
|
40 weeks ended December 1, 2018
|
||||||||||||||
|
Total
|
|
Interest rate swaps
|
|
Pension and Post-retirement benefit plans
|
|
Other
|
||||||||
Beginning balance
|
$
|
191.1
|
|
|
$
|
18.9
|
|
|
$
|
171.9
|
|
|
$
|
0.3
|
|
Other comprehensive income (loss) before reclassifications
|
3.8
|
|
|
5.5
|
|
|
—
|
|
|
(1.7
|
)
|
||||
Amounts reclassified from accumulated other comprehensive income
|
(2.5
|
)
|
|
0.4
|
|
|
(2.2
|
)
|
|
(0.7
|
)
|
||||
Tax (expense) benefit
|
(0.3
|
)
|
|
(1.6
|
)
|
|
0.6
|
|
|
0.7
|
|
||||
Current-period other comprehensive income (loss), net of tax
|
1.0
|
|
|
4.3
|
|
|
(1.6
|
)
|
|
(1.7
|
)
|
||||
Ending balance
|
$
|
192.1
|
|
|
$
|
23.2
|
|
|
$
|
170.3
|
|
|
$
|
(1.4
|
)
|
|
12 weeks ended
|
|
40 weeks ended
|
||||||||
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
||||
Stores, beginning of period
|
2,262
|
|
|
2,291
|
|
|
2,269
|
|
|
2,318
|
|
Opened
|
5
|
|
|
—
|
|
|
12
|
|
|
3
|
|
Closed
|
(7
|
)
|
|
(14
|
)
|
|
(21
|
)
|
|
(44
|
)
|
Stores, end of period
|
2,260
|
|
|
2,277
|
|
|
2,260
|
|
|
2,277
|
|
|
|
Number of stores
|
|
Percent of Total
|
|
Retail Square Feet (1)
|
||||||||||||
Square Footage
|
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
||||||
Less than 30,000
|
|
204
|
|
|
208
|
|
|
9.0
|
%
|
|
9.1
|
%
|
|
4.7
|
|
|
4.8
|
|
30,000 to 50,000
|
|
787
|
|
|
795
|
|
|
34.8
|
%
|
|
34.9
|
%
|
|
33.0
|
|
|
33.4
|
|
More than 50,000
|
|
1,269
|
|
|
1,274
|
|
|
56.2
|
%
|
|
56.0
|
%
|
|
75.0
|
|
|
75.2
|
|
Total Stores
|
|
2,260
|
|
|
2,277
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
112.7
|
|
|
113.4
|
|
|
12 weeks ended
|
||||||||||||
|
November 30,
2019 |
|
% of Sales
|
|
December 1,
2018 |
|
% of Sales
|
||||||
Net sales and other revenue
|
$
|
14,103.2
|
|
|
100.0
|
%
|
|
$
|
13,840.4
|
|
|
100.0
|
%
|
Cost of sales
|
10,108.1
|
|
|
71.7
|
|
|
9,988.0
|
|
|
72.2
|
|
||
Gross profit
|
3,995.1
|
|
|
28.3
|
|
|
3,852.4
|
|
|
27.8
|
|
||
Selling and administrative expenses
|
3,807.2
|
|
|
27.0
|
|
|
3,665.9
|
|
|
26.5
|
|
||
(Gain) loss on property dispositions and impairment losses, net
|
(18.7
|
)
|
|
(0.1
|
)
|
|
12.1
|
|
|
0.1
|
|
||
Operating income
|
206.6
|
|
|
1.4
|
|
|
174.4
|
|
|
1.2
|
|
||
Interest expense, net
|
154.8
|
|
|
1.1
|
|
|
213.0
|
|
|
1.5
|
|
||
Loss on debt extinguishment
|
—
|
|
|
—
|
|
|
9.5
|
|
|
0.1
|
|
||
Other income, net
|
(15.9
|
)
|
|
(0.1
|
)
|
|
(28.3
|
)
|
|
(0.2
|
)
|
||
Income (loss) before income taxes
|
67.7
|
|
|
0.4
|
|
|
(19.8
|
)
|
|
(0.2
|
)
|
||
Income tax expense (benefit)
|
12.9
|
|
|
0.1
|
|
|
(65.4
|
)
|
|
(0.5
|
)
|
||
Net income
|
$
|
54.8
|
|
|
0.3
|
%
|
|
$
|
45.6
|
|
|
0.3
|
%
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
||||||
|
40 weeks ended
|
||||||||||||
|
November 30,
2019 |
|
% of Sales
|
|
December 1,
2018 |
|
% of Sales
|
||||||
Net sales and other revenue
|
$
|
47,018.3
|
|
|
100.0
|
%
|
|
$
|
46,517.9
|
|
|
100.0
|
%
|
Cost of sales
|
33,842.1
|
|
|
72.0
|
|
|
33,682.0
|
|
|
72.4
|
|
||
Gross profit
|
13,176.2
|
|
|
28.0
|
|
|
12,835.9
|
|
|
27.6
|
|
||
Selling and administrative expenses
|
12,548.4
|
|
|
26.7
|
|
|
12,500.7
|
|
|
26.9
|
|
||
Gain on property dispositions and impairment losses, net
|
(482.7
|
)
|
|
(1.0
|
)
|
|
(163.7
|
)
|
|
(0.4
|
)
|
||
Operating income
|
1,110.5
|
|
|
2.3
|
|
|
498.9
|
|
|
1.1
|
|
||
Interest expense, net
|
557.5
|
|
|
1.2
|
|
|
662.5
|
|
|
1.5
|
|
||
Loss on debt extinguishment
|
65.8
|
|
|
0.1
|
|
|
9.5
|
|
|
—
|
|
||
Other income, net
|
(21.9
|
)
|
|
—
|
|
|
(88.3
|
)
|
|
(0.2
|
)
|
||
Income (loss) before income taxes
|
509.1
|
|
|
1.0
|
|
|
(84.8
|
)
|
|
(0.2
|
)
|
||
Income tax expense (benefit)
|
110.5
|
|
|
0.2
|
|
|
(80.3
|
)
|
|
(0.2
|
)
|
||
Net income (loss)
|
$
|
398.6
|
|
|
0.8
|
%
|
|
$
|
(4.5
|
)
|
|
—
|
%
|
|
12 weeks ended
|
|
40 weeks ended
|
||||
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
Identical sales, excluding fuel
|
2.7%
|
|
1.9%
|
|
2.1%
|
|
0.9%
|
Third quarter of fiscal 2019 vs. Third quarter of fiscal 2018
|
Basis point increase
(decrease)
|
Product mix, including increased penetration in Own Brands and natural and organic products
|
30
|
Lower shrink expense
|
16
|
Lower depreciation expense
|
7
|
Higher rent expense
|
(10)
|
Other
|
(3)
|
Total
|
40
|
First 40 weeks of fiscal 2019 vs. First 40 weeks of fiscal 2018
|
Basis point increase
(decrease)
|
Lower shrink expense
|
22
|
Product mix, including increased penetration in Own Brands and natural and organic products
|
13
|
Lower depreciation expense
|
9
|
Pharmacy reimbursement rate pressure
|
(14)
|
Higher rent expense
|
(10)
|
Other
|
10
|
Total
|
30
|
Third quarter of fiscal 2019 vs. Third quarter of fiscal 2018
|
Basis point increase
(decrease)
|
Rent expense and occupancy costs
|
31
|
Investments in strategic initiatives
|
13
|
Depreciation and amortization
|
(13)
|
Lower integration and acquisition-related costs
|
(5)
|
Other
|
14
|
Total
|
40
|
First 40 weeks of fiscal 2019 vs. First 40 weeks of fiscal 2018
|
Basis point increase
(decrease)
|
Lower integration and acquisition-related costs
|
(37)
|
Depreciation and amortization
|
(9)
|
Rent expense and occupancy costs
|
13
|
Investments in strategic initiatives
|
9
|
Employee wage and benefit cost
|
7
|
Other
|
(13)
|
Total
|
(30)
|
|
12 weeks ended
|
|
40 weeks ended
|
||||||||||||
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
||||||||
Net income (loss)
|
$
|
54.8
|
|
|
$
|
45.6
|
|
|
$
|
398.6
|
|
|
$
|
(4.5
|
)
|
Depreciation and amortization
|
384.3
|
|
|
401.6
|
|
|
1,281.9
|
|
|
1,340.8
|
|
||||
Interest expense, net
|
154.8
|
|
|
213.0
|
|
|
557.5
|
|
|
662.5
|
|
||||
Income tax expense (benefit)
|
12.9
|
|
|
(65.4
|
)
|
|
110.5
|
|
|
(80.3
|
)
|
||||
EBITDA
|
606.8
|
|
|
594.8
|
|
|
2,348.5
|
|
|
1,918.5
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Integration costs (1)
|
14.0
|
|
|
29.5
|
|
|
36.4
|
|
|
164.4
|
|
||||
Acquisition-related costs (2)
|
3.4
|
|
|
8.3
|
|
|
14.6
|
|
|
65.8
|
|
||||
Equity-based compensation expense
|
7.2
|
|
|
9.9
|
|
|
24.8
|
|
|
35.5
|
|
||||
Loss on debt extinguishment
|
—
|
|
|
9.5
|
|
|
65.8
|
|
|
9.5
|
|
||||
(Gain) loss on property dispositions and impairment losses, net
|
(18.7
|
)
|
|
12.1
|
|
|
(482.7
|
)
|
|
(163.7
|
)
|
||||
LIFO expense
|
2.6
|
|
|
2.8
|
|
|
18.9
|
|
|
15.7
|
|
||||
Miscellaneous adjustments (3)
|
19.1
|
|
|
(17.2
|
)
|
|
52.5
|
|
|
(31.6
|
)
|
||||
Adjusted EBITDA
|
$
|
634.4
|
|
|
$
|
649.7
|
|
|
$
|
2,078.8
|
|
|
$
|
2,014.1
|
|
|
12 weeks ended
|
|
40 weeks ended
|
||||||||||||
|
November 30,
2019 |
|
December 1,
2018 |
|
November 30,
2019 |
|
December 1,
2018 |
||||||||
Non-cash lease-related adjustments
|
$
|
7.0
|
|
|
$
|
(1.4
|
)
|
|
$
|
13.3
|
|
|
$
|
(6.9
|
)
|
Lease and lease-related costs for surplus and closed stores
|
4.5
|
|
|
2.4
|
|
|
16.5
|
|
|
16.9
|
|
||||
Facility closure costs (a)
|
11.0
|
|
|
1.8
|
|
|
11.0
|
|
|
13.4
|
|
||||
Net realized and unrealized (gain) loss on non-operating investments
|
(10.0
|
)
|
|
7.4
|
|
|
(2.5
|
)
|
|
(26.0
|
)
|
||||
Adjustments to contingent consideration
|
—
|
|
|
(29.4
|
)
|
|
—
|
|
|
(39.4
|
)
|
||||
Certain legal and regulatory accruals and settlements, net
|
0.1
|
|
|
—
|
|
|
(1.8
|
)
|
|
—
|
|
||||
Other (b)
|
6.5
|
|
|
2.0
|
|
|
16.0
|
|
|
10.4
|
|
||||
Total other adjustments
|
$
|
19.1
|
|
|
$
|
(17.2
|
)
|
|
$
|
52.5
|
|
|
$
|
(31.6
|
)
|
|
|
40 weeks ended
|
||||||
|
|
November 30,
2019 |
|
December 1,
2018 |
||||
Net cash provided by operating activities
|
|
$
|
1,387.0
|
|
|
$
|
1,069.1
|
|
Income tax expense (benefit)
|
|
110.5
|
|
|
(80.3
|
)
|
||
Deferred income taxes
|
|
40.6
|
|
|
135.2
|
|
||
Interest expense, net
|
|
557.5
|
|
|
662.5
|
|
||
Operating lease right-of-use assets amortization
|
|
(418.3
|
)
|
|
—
|
|
||
Changes in operating assets and liabilities
|
|
326.1
|
|
|
(146.8
|
)
|
||
Amortization and write-off of deferred financing costs
|
|
(35.4
|
)
|
|
(38.3
|
)
|
||
Contributions to pension and post-retirement benefit plans, net of expense
|
|
16.2
|
|
|
178.2
|
|
||
Integration costs
|
|
36.4
|
|
|
164.4
|
|
||
Acquisition-related costs
|
|
14.6
|
|
|
65.8
|
|
||
Other adjustments
|
|
43.6
|
|
|
4.3
|
|
||
Adjusted EBITDA
|
|
2,078.8
|
|
|
2,014.1
|
|
||
Less: capital expenditures
|
|
(1,083.7
|
)
|
|
(916.9
|
)
|
||
Adjusted Free Cash Flow
|
|
$
|
995.1
|
|
|
$
|
1,097.2
|
|
|
40 weeks ended
|
||||||
|
November 30,
2019 |
|
December 1,
2018 |
||||
Cash and cash equivalents and restricted cash at end of period
|
$
|
416.6
|
|
|
$
|
486.1
|
|
Cash flows provided by operating activities
|
1,387.0
|
|
|
1,069.1
|
|
||
Cash flows used in investing activities
|
(25.4
|
)
|
|
(360.6
|
)
|
||
Cash flows used in financing activities
|
(1,912.7
|
)
|
|
(903.2
|
)
|
|
|
Albertsons Companies, Inc.
(Registrant)
|
|
|
|
|
|
Date:
|
January 8, 2020
|
By:
|
/s/ Vivek Sankaran
|
|
|
|
Vivek Sankaran
|
|
|
|
President, Chief Executive Officer and Director (Principal Executive Officer)
|
|
|
|
|
Date:
|
January 8, 2020
|
By:
|
/s/ Robert B. Dimond
|
|
|
|
Robert B. Dimond
|
|
|
|
Executive Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
|
|
|
|
3.
|
Duties and Title.
|
4.
|
Compensation and Benefits by the Company.
|
5.
|
Termination of Employment.
|
6.
|
Restrictions and Obligations of the Executive.
|
6.1
|
Confidentiality.
|
9.
|
Other Provisions.
|
(a)
|
If the Company, to:
|
(b)
|
If the Executive, to the Executive's home address reflected in the
|
|
|
EXECUTIVE
|
|
|
|
|
|
|
|
By:
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/s/ Robert Dimond
|
|
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|
Robert Dimond
|
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ALBERTSONS COMPANIES, INC.
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|
|
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|
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|
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By:
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/s/ Vivek Sankaran
|
|
|
|
Vivek Sankaran
|
|
|
|
President & Chief Executive Officer
|
3.
|
Duties and Title.
|
4.
|
Compensation and Benefits by the Company.
|
5.
|
Termination of Employment.
|
6.
|
Restrictions and Obligations of the Executive.
|
6.1
|
Confidentiality.
|
9.
|
Other Provisions.
|
(a)
|
If the Company, to:
|
(b)
|
If the Executive, to the Executive's home address reflected in the Company's records.
|
|
|
EXECUTIVE
|
|
|
|
|
|
|
|
By:
|
/s/ Shane Sampson
|
|
|
|
Shane Sampson
|
|
|
|
|
|
|
ALBERTSONS COMPANIES, INC.
|
|
|
|
|
|
|
|
By:
|
/s/ Vivek Sankaran
|
|
|
|
Vivek Sankaran
|
|
|
|
President & Chief Executive Officer
|
3.
|
Duties and Title.
|
4.
|
Compensation and Benefits by the Company.
|
5.
|
Termination of Employment.
|
6.
|
Restrictions and Obligations of the Executive.
|
6.1
|
Confidentiality.
|
9.
|
Other Provisions.
|
(a)
|
If the Company, to:
|
(b)
|
If the Executive, to the Executive's home address reflected in the
|
|
|
EXECUTIVE
|
|
|
|
|
|
|
|
By:
|
/s/ Anuj Dhanda
|
|
|
|
Anuj Dhanda
|
|
|
|
|
|
|
ALBERTSONS COMPANIES, INC.
|
|
|
|
|
|
|
|
By:
|
/s/ Vivek Sankaran
|
|
|
|
Vivek Sankaran
|
|
|
|
President & Chief Executive Officer
|
3.
|
Duties and Title.
|
4.
|
Compensation and Benefits by the Company.
|
5.
|
Termination of Employment.
|
6.
|
Restrictions and Obligations of the Executive.
|
6.1
|
Confidentiality.
|
9.
|
Other Provisions.
|
(a)
|
If the Company, to:
|
(b)
|
If the Executive, to the Executive's home address reflected in the
|
|
|
EXECUTIVE
|
|
|
|
|
|
|
|
By:
|
/s/ Susan Morris
|
|
|
|
Susan Morris
|
|
|
|
|
|
|
ALBERTSONS COMPANIES, INC.
|
|
|
|
|
|
|
|
By:
|
/s/ Vivek Sankaran
|
|
|
|
Vivek Sankaran
|
|
|
|
President & Chief Executive Officer
|
|
I, Vivek Sankaran, certify that:
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Albertsons Companies, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
|
|
|
|
|
|
|
Date:
|
January 8, 2020
|
|
/s/ Vivek Sankaran
|
|
|
|
Vivek Sankaran
|
|
|
|
President, Chief Executive Office and Director (Principal Executive Officer)
|
|
I, Robert B. Dimond, certify that:
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Albertsons Companies, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting, which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
|
|
|
|
|
|
|
Date:
|
January 8, 2020
|
|
/s/ Robert B. Dimond
|
|
|
|
Robert B. Dimond
|
|
|
|
Executive Vice President and Chief Financial Officer (Principal Financial Officer)
|
1.
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
|
|
|
|
|
|
|
|
Date:
|
January 8, 2020
|
|
/s/ Vivek Sankaran
|
|
|
|
Vivek Sankaran
|
|
|
|
President, Chief Executive Officer and Director (Principal Executive Officer)
|
|
|
|
|
|
|
|
|
|
/s/ Robert B. Dimond
|
|
|
Robert B. Dimond
|
|
|
Executive Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
|
|