Kroger extends expiration date for Albertsons exchange offers, consent solicitations

The Kroger Co. says it has extended the expiration date of previously announced offers to exchange any outstanding notes of Albertsons Cos. Inc., New Albertsons LP, Safeway Inc., Albertson's LLC, Albertsons Safeway LLC and American Stores Co. LLC, as applicable, for up to $7,441,608,000 aggregate principal amount of new notes to be issued by the company and cash.

Additionally, Kroger has extended the expiration date for the related solicitations of consents to adopt certain proposed amendments to the indentures governing the Albertsons Cos. Inc. notes, solely to the unconsented series, according to a news release. This pushes the expiration from Sept. 23 to Sept. 27.

The company said that, as of August 29, the requisite number of consents were received to adopt the proposed amendments with respect to the consented series, and the relevant parties had executed supplemental indentures to the applicable Albertsons Cos. Inc. indentures implementing the proposed amendments. The proposed amendments will only become operative upon the settlement of the exchange offers, which is expected to occur promptly after the expiration date, according to the release.

Tenders of Albertsons Cos. Inc. notes made pursuant to the exchange offers, but not consents delivered pursuant to the consent solicitations, may be validly withdrawn at or prior to the expiration date, the company said.

The exchange offers and consent solicitations are part of a larger process tied to Kroger’s planned merger with Albertsons Cos. The merger, which would see Albertsons become a wholly-owned subsidiary of Kroger, is facing legal challenges from those opposing the move.

Kroger said that the settlement of the exchange offers will take place around the same time as the merger’s completion, though the company may extend the expiration date further if needed.

“Except as described in this press release and the company's related press releases regarding the exchange offers, all other terms of the exchange offers and consent solicitations remain unchanged," Kroger said.