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Kroger logoKroger KR

The company said it delivered a notice to Albertsons Companies, Inc. terminating the Agreement and Plan of Merger on December 11, 2024 October 13, 2022.

8-KTriggering Events That Accelerate or Increase a Direct Financial ObligationFiled Period of report Summary published (UTC)

Key points

AI summary
  1. The company said it delivered a notice to Albertsons Companies, Inc. terminating the Agreement and Plan of Merger on December 11, 2024 October 13, 2022.

  2. Kroger said that, in connection with the termination of the merger agreement, it is required under the Indenture to redeem the SMR Notes, including $1,000,000,000 4.700% Senior Notes due 2026, $1,000,000,000 4.600% Senior Notes due 2027, $1,400,000,000 4.650% Senior Notes due 2029 and $1,300,000,000 4.900% Senior Notes due 2031.

  3. The company said it will redeem the SMR Notes on December 18, 2024, the Redemption Date, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the Redemption Date.

  4. The company said it issued a notice of special mandatory redemption to holders of the SMR Notes on December 12, 2024 and that this Form 8-K itself does not constitute a notice of redemption.

Summary

AI-written

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

Albertsons Merger Agreement Termination Notice

The company said it delivered a notice to Albertsons Companies, Inc. terminating the Agreement and Plan of Merger on December 11, 2024 October 13, 2022.

Source · Based on the filing body and exhibits

SMR Notes Subject to Special Mandatory Redemption

Kroger said that, in connection with the termination of the merger agreement, it is required under the Indenture to redeem the SMR Notes, including $1,000,000,000 4.700% Senior Notes due 2026, $1,000,000,000 4.600% Senior Notes due 2027, $1,400,000,000 4.650% Senior Notes due 2029 and $1,300,000,000 4.900% Senior Notes due 2031.

Source · Based on the filing body and exhibits

Redemption Date and Redemption Price Terms

The company said it will redeem the SMR Notes on December 18, 2024, the Redemption Date, at a price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the Redemption Date.

Source · Based on the filing body and exhibits

Issuance of Special Mandatory Redemption Notice

The company said it issued a notice of special mandatory redemption to holders of the SMR Notes on December 12, 2024 and that this Form 8-K itself does not constitute a notice of redemption.

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.