Kroger Extends Expiration Date for Exchange Offers and Consent Solicitations

On December 2, 2024, The Kroger Co. announced an extension of the expiration date for its previously announced offers to exchange any and all outstanding notes issued by Albertsons Companies, Inc. for new notes to be issued by Kroger and cash. This extension applies to notes issued by various entities related to Albertsons Companies. The expiration date for the related solicitations of consents to adopt proposed amendments to the indentures governing the notes has also been extended.

The expiration date for the Exchange Offers and Consent Solicitations has been moved from 5:00 p.m., New York City time, on December 3, 2024, to 5:00 p.m., New York City time, on December 9, 2024. These offers were initiated in connection with a pending merger between a subsidiary of Kroger and Albertsons Companies.

The settlement of these Exchange Offers and Consent Solicitations is expected to occur shortly after the revised expiration date and following the closing of the merger. The offers are being conducted under certain conditions and are expected to close around the same time as the merger, which is slated for the fourth quarter of 2024.

These transactions were detailed in the confidential offering memorandum and consent solicitation statement dated August 15, 2024, and are exempt from registration under the Securities Act of 1933. They are contingent upon the completion of the merger and were made under specific terms and conditions.

Tenders of notes can be withdrawn until the expiration date, with the settlement expected promptly thereafter. The Company reiterates that all other terms of the Exchange Offers and Consent Solicitations remain unchanged.

This press release does not constitute an offer to sell or purchase any security. The Exchange Offers and Consent Solicitations are being made solely in accordance with regulatory guidelines. The Kroger Notes offered in the Exchange Offers have not been registered under the Securities Act of 1933.

For further details about the Exchange Offers and Consents Solicitations, eligible holders of the notes are advised to contact the exchange and information agent. Further extensions to the Expiration Date may occur, and notice will be provided in advance if necessary.

Kroger continues to uphold its commitment to shareholders and stakeholders as it navigates through these financial transactions and the pending merger.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Kroger’s 8K filing here.

About Kroger

The Kroger Co operates as a food and drug retailer in the United States. The company operates combination food and drug stores, multi-department stores, marketplace stores, and price impact warehouses. Its combination food and drug stores offer natural food and organic sections, pharmacies, general merchandise, pet centers, fresh seafood, and organic produce; and multi-department stores provide apparel, home fashion and furnishings, outdoor living, electronics, automotive products, and toys.