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Kroger logoKroger KR

The company said it extended the expiration date of the Exchange Offers for ACI Notes from November 14, 2024 at 5 p.m. to November 20 at 5 p.m. New York City time.

8-KOther EventsFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it extended the expiration date of the Exchange Offers for ACI Notes from November 14, 2024 at 5 p.m. to November 20 at 5 p.m. New York City time.

  2. The company said it is conducting offers to exchange all ACI Notes for new notes to be issued by the company and cash, up to $7,441,608,000 in aggregate principal amount.

  3. The company said the exchange offers and consent solicitations are conditioned on the closing of the merger between its subsidiary and ACI, and that this condition cannot be waived. It expects settlement to occur on or around the merger closing date after the expiration date, and it said it expects the merger to close in the fourth quarter of 2024.

  4. The company said that as of August 29, 2024, it had received the requisite consents for the Consented Series and supplemental indentures had been executed, but the Proposed Amendments take effect only upon settlement of the exchange offers. Tenders may be withdrawn before the expiration date, but consents cannot be withdrawn.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

Kroger Extends Exchange Offer Expiration Date

The company said it extended the expiration date of the Exchange Offers for ACI Notes from November 14, 2024 at 5 p.m. to November 20 at 5 p.m. New York City time.

Source · Based on the filing body and exhibits

Size of New Notes Offered in Exchange

The company said it is conducting offers to exchange all ACI Notes for new notes to be issued by the company and cash, up to $7,441,608,000 in aggregate principal amount.

Source · Based on the filing body and exhibits

Merger Condition and Settlement Timing

The company said the exchange offers and consent solicitations are conditioned on the closing of the merger between its subsidiary and ACI, and that this condition cannot be waived. It expects settlement to occur on or around the merger closing date after the expiration date, and it said it expects the merger to close in the fourth quarter of 2024.

Source · Based on the filing body and exhibits

Consent and Withdrawal Terms

The company said that as of August 29, 2024, it had received the requisite consents for the Consented Series and supplemental indentures had been executed, but the Proposed Amendments take effect only upon settlement of the exchange offers. Tenders may be withdrawn before the expiration date, but consents cannot be withdrawn.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.