Kroger Co. Enters Material Definitive Agreement

TL;DR

Kroger just signed a big deal, creating a new financial obligation.

AI Summary

On September 13, 2024, The Kroger Co. entered into a material definitive agreement, which also created a direct financial obligation for the company. The specifics of this agreement and the resulting obligation are detailed within the filing.

Why It Matters

This filing indicates Kroger has entered into a significant new agreement that will likely have financial implications and could impact its operational or strategic direction.

Risk Assessment

Risk Level: medium — Entering into new material agreements and financial obligations can introduce new risks related to performance, integration, and market conditions.

Key Players & Entities

• The Kroger Co. (company) — Registrant
• September 13, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $1.00 — nge on which registered Common Stock $1.00 par value per share KR New York Sto
• $5.0 billion — e lenders party thereto have provided a $5.0 billion unsecured revolving credit facility, of
• $2.75 billion — revolving credit facility, of which (a) $2.75 billion of commitments have been made available
• $2.25 billion — Credit Agreement and (b) an additional $2.25 billion of commitments will be made available u
• $750.0 million — general corporate purposes, with up to $750.0 million available to be drawn on the closing da

Filing Documents

• tm2423778d2_8k.htm (8-K) — 31KB
• tm2423778d2_ex10-1.htm (EX-10.1) — 848KB
• tm2423778d2_ex10-2.htm (EX-10.2) — 552KB
• tm2423778d2_8kimg001.jpg (GRAPHIC) — 4KB
• 0001104659-24-099745.txt ( ) — 1901KB
• kr-20240913.xsd (EX-101.SCH) — 3KB
• kr-20240913_lab.xml (EX-101.LAB) — 33KB
• kr-20240913_pre.xml (EX-101.PRE) — 22KB
• tm2423778d2_8k_htm.xml (XML) — 3KB

01

Item 1.01 Entry into a Material Definitive Agreement. Revolving Credit Agreement On September 13, 2024, The Kroger Co. (the "Company") executed a Credit Agreement (the "Revolving Credit Agreement") among the Company, the lenders from time to time party thereto, Wells Fargo Bank, National Association and Citibank, N.A., as co-administrative agents, and Wells Fargo Bank, National Association, as the paying agent, pursuant to which the lenders party thereto have provided a $5.0 billion unsecured revolving credit facility, of which (a) $2.75 billion of commitments have been made available on the date the Company entered into the Revolving Credit Agreement and (b) an additional $2.25 billion of commitments will be made available upon the closing of the previously announced merger of a subsidiary of the Company with and into Albertsons Companies, Inc. ("ACI"), with ACI surviving the merger as a wholly owned subsidiary of the Company (the "Merger"), pursuant to that certain Agreement and Plan of Merger, dated as of October 13, 2022, among the Company, Kettle Merger Sub, Inc. and Albertsons Companies, Inc. The Company may borrow under the Revolving Credit Agreement for general corporate purposes, with up to $750.0 million available to be drawn on the closing date of the Merger to fund a portion of the cash consideration therefor. Borrowings under the Revolving Credit Agreement will bear interest at the rates specified in the Revolving Credit Agreement, which vary based on the type of loan and the Company's debt rating. The Revolving Credit Agreement contains a financial covenant regarding the Company's leverage ratio. The Revolving Credit Agreement also contains other customary covenants and events of default for credit facilities of this type. Upon an event of default that is not cured or waived within any applicable cure periods, in addition to other remedies that may be available to the lenders, the commitments under the Revolving Credit Agreement may be terminate

03

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth under Item 1.01 above is incorporated by reference into this Item 2.03.

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits. The following exhibits are filed with this report: 10.1 Credit Agreement, dated as of September 13, 2024, by and among the Company, the lenders from time to time party thereto, Wells Fargo Bank, National Association and Citibank, N.A., as co-administrative agents, and Wells Fargo Bank, National Association, as the paying agent. 10.2 Amendment No. 2 to Term Loan Credit Agreement, dated as of September 13, 2024, by and among the Company, the lenders party thereto and Citibank, N.A., as administrative agent, to the Term Loan Credit Agreement, dated as of November 9, 2022. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE KROGER CO. September 13, 2024 By: /s/ Christine S. Wheatley Christine S. Wheatley Senior Vice President, General Counsel and Secretary

View Full Filing

View this 8-K filing on SEC EDGAR