ACI 10-K Annual Report Feb. 29, 2020 | Alphaminr
Albertsons Companies, Inc.

ACI 10-K Fiscal year ended Feb. 29, 2020

TABLE OF CONTENTS
Part IprintItem 1 - BusinessprintItem 1A - Risk FactorsprintItem 1B - Unresolved Staff CommentsprintItem 2 - PropertiesprintItem 3 - Legal ProceedingsprintItem 4 - Mine Safety DisclosuresprintPart IIprintItem 5 - Market For Registrant's Common Equity, Related Stockholder Matters and Issuer Purchase Of Equity SecuritiesprintItem 6 - Selected Financial InformationprintItem 7 - Management's Discussion and Analysis Of Financial Condition and Results Of OperationsprintItem 7A - Quantitative and Qualitative Disclosures About Market RiskprintItem 8 - Financial Statements and Supplementary DataprintNote 1 - Description Of Business, Basis Of Presentation and Summary Of Significant Accounting PoliciesprintNote 2 - AcquisitionsprintNote 3 - Property and EquipmentprintNote 4 - Intangible AssetsprintNote 5 - Fair Value MeasurementsprintNote 6 - Derivative Financial InstrumentsprintNote 7 - Long-term Debt and Finance Lease ObligationsprintNote 8 - LeasesprintNote 9 - Stockholders' EquityprintNote 10 - Income TaxesprintNote 11 - Employee Benefit Plans and Collective Bargaining AgreementsprintNote 12 - Related PartiesprintNote 13 - Commitments and Contingencies and Off Balance Sheet ArrangementsprintNote 14 - Other Comprehensive Income Or LossprintNote 15 - Net Income Per Common ShareprintNote 16 - Quarterly Information (unaudited)printItem 9 - Changes in and Disagreements with Accountants on Accounting and Financial DisclosureprintItem 9A - Controls and ProceduresprintItem 9B - Other InformationprintPart IIIprintItem 10 - Directors, Executive Officers and Corporate GovernanceprintItem 11 - Executive CompensationprintItem 12 - Security Ownership Of Certain Beneficial Owners and Management, and Related Member MattersprintItem 13 - Certain Relationships and Related Transactions, and Director IndependenceprintItem 14 - Principal Accountant Fees and ServicesprintPart IVprintItem 15 - Exhibits, Financial Statement SchedulesprintItem 16 - Summaryprint

Exhibits

3.1 Amended & Restated Certificate of Incorporation of Albertsons Companies, Inc. Albertsons Companies, Inc. 5/5/2020 S-1 3.1 3.2 Amended and Restated Bylaws of Albertsons Companies, Inc. Albertsons Companies, Inc. 4/24/2019 10-K 3.2 4.1 Stockholders' Agreement, dated as of December 3, 2017 by and among Albertsons Companies, Inc., Albertsons Investor and KIM ACI Albertsons Companies, Inc. 3/1/2018 8-K15D5 10.1 4.2 Indenture, dated September 10, 1997, between Safeway Inc., and the Bank of New York, as trustee Albertsons Companies, LLC 5/19/2017 S-4 4.1 4.3 Form of Officers' Certificate establishing the terms of Safeway Inc.'s 3.95% Notes due 2020, including the form of Notes Albertsons Companies, LLC 5/19/2017 S-4 4.5 4.4 Form of Officers' Certificate establishing the terms of Safeway Inc.'s 4.75% Notes due 2021, including the form of Notes Albertsons Companies, Inc. 7/8/2015 S-1 4.3 4.5 Form of Officers' Certificate establishing the terms of Safeway Inc.'s 7.45% Senior Debentures due 2027, including the form of Notes Albertsons Companies, LLC 5/19/2017 S-4 4.6 4.6 Form of Officers' Certificate establishing the terms of Safeway Inc.'s 7.25% Debentures due 2031, including the form of Notes Albertsons Companies, LLC 5/19/2017 S-4 4.7 4.7 Indenture, dated May 1, 1992, between New Albertson's, Inc. (as successor to Albertson's, Inc.) and U.S. Bank Trust National Association (as successor to Morgan Guaranty Trust Company of New York), as trustee (as supplemented by Supplemental Indenture No. 1, dated as of May 7, 2004; Supplemental Indenture No. 2, dated as of June 1, 2006; Supplemental Indenture No. 3, dated as of December 29, 2008 and Supplemental Indenture No. 4, dated as of December 3, 2017) Albertsons Companies, Inc. 4/6/2018 S-4 4.10 4.8 Indenture, dated May 1, 1995, between American Stores Company, LLC and Wells Fargo Bank, National Association (as successor to The First National bank of Chicago), as trustee (as further supplemented) Albertsons Companies, LLC 5/19/2017 S-4 4.11 4.9 Indenture, dated May 31, 2016, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC (collectively, the "Issuers"), certain subsidiaries of the Issuers, as guarantors, and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, LLC 5/19/2017 S-4 4.17 4.9.1 First Supplemental Indenture dated as of December 23, 2016, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC (collectively, the "Issuers"), certain subsidiaries of the Issuers, as guarantors, and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, LLC 5/19/2017 S-4 4.19 4.9.2 Second Supplemental Indenture dated as of April 21, 2017, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC (collectively, the "Issuers"), certain subsidiaries of the Issuers, as guarantors, and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, LLC 5/19/2017 S-4 4.21 4.9.3 Third Supplemental Indenture dated as of May 5, 2017, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC, the additional issuers and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, LLC 5/19/2017 S-4 4.23 4.9.4 Fourth Supplemental Indenture dated as of December 3, 2017, by and among Albertsons Companies, LLC, New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, Inc. 4/6/2018 S-4 4.12.4 4.9.5 Fifth Supplemental Indenture dated as of February 25, 2018, by and among Albertsons Companies, Inc., New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, Inc. 4/6/2018 S-4 4.12.5 4.9.6 Sixth Supplemental Indenture dated as of November 16, 2018, by and among Albertsons Companies, Inc., New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, Inc. 4/24/2019 10-K 4.9.6 4.9.7 Seventh Supplemental Indenture dated as of April 17, 2019, by and among Albertsons Companies, Inc., New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 6.625% Senior Notes due 2024 Albertsons Companies, Inc. 4/24/2019 10-K 4.9.7 4.10 Indenture, dated August 9, 2016, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC (collectively, the "Issuers"), certain subsidiaries of the Issuers, as guarantors, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, LLC 5/19/2017 S-4 4.18 4.10.1 First Supplemental Indenture dated as of December 23, 2016, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC (collectively, the "Issuers"), certain subsidiaries of the Issuers, as guarantors, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, LLC 5/19/2017 S-4 4.20 4.10.2 Second Supplemental Indenture dated as of April 21, 2017, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC (collectively, the "Issuers"), certain subsidiaries of the Issuers, as guarantors, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, LLC 5/19/2017 S-4 4.22 4.10.3 Third Supplemental Indenture dated as of May 5, 2017, by and among Albertsons Companies, LLC, New Albertson's, Inc., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, LLC 5/19/2017 S-4 4.24 4.10.4 Fourth Supplemental Indenture dated as of December 3, 2017, by and among Albertsons Companies, LLC, New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, Inc. 4/6/2018 S-4 4.13.4 4.10.5 Fifth Supplemental Indenture dated as of February 25, 2018, by and among Albertsons Companies, Inc., New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, Inc. 4/6/2018 S-4 4.13.5 4.10.6 Sixth Supplemental Indenture dated as of November 16, 2018, by and among Albertsons Companies, Inc., New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, Inc. 3/6/2020 S-1 4.12.6 4.10.7 Seventh Supplemental Indenture dated as of April 17, 2019, by and among Albertsons Companies, Inc., New Albertsons L.P., Safeway Inc. and Albertson's LLC, the additional issuers, and Wilmington Trust, National Association, as trustee with respect to the 5.750% Senior Notes due 2025 Albertsons Companies, Inc. 4/24/2019 10-K 4.10.7 4.11 Indenture, dated as of February 5, 2019, by and among Albertsons Companies, Inc., Safeway Inc., New Albertsons, L.P., Albertson's LLC, the guarantors party thereto from time to time, and Wilmington Trust, National Association, as Trustee with respect to the 7.5% Senior Notes due 2026 Albertsons Companies, Inc. 2/5/2019 8-K 4.1 4.11.1 First Supplemental Indenture, dated as of April 17, 2019, by and among Albertsons Companies, Inc., Safeway Inc., New Albertsons, L.P., Albertson's LLC, the guarantors party thereto from time to time, and Wilmington Trust, National Association, as trustee with respect to the 7.5% Senior Notes due 2026 Albertsons Companies, Inc. 4/24/2019 10-K 4.11.1 4.12 Indenture, dated as of August 15, 2019, by and among Albertsons Companies, Inc., Safeway Inc., New Albertsons, L.P., Albertson's LLC, the guarantors party thereto from time to time, and Wilmington Trust, National Association, as Trustee with respect to the 5.875% Senior Notes due 2028 Albertsons Companies, Inc. 8/15/2019 8-K 4.1 4.13 Indenture, dated as of November 22, 2019, by and among Albertsons Companies, Inc., Safeway Inc., New Albertsons, L.P., Albertson's LLC, the guarantors party thereto from time to time, and Wilmington Trust, National Association, as Trustee with respect to the 4.625% Senior Notes due 2027 Albertsons Companies, Inc. 11/22/2019 8-K 4.1 4.14 Indenture, dated as of February 5, 2020, by and among Albertsons Companies, Inc., Safeway Inc., New Albertsons, L.P., Albertson's LLC, the guarantors party thereto from time to time, and Wilmington Trust, National Association, as Trustee with respect to the 3.50% Senior Notes due 2023 Albertsons Companies, Inc. 2/5/2020 8-K 4.1 4.15 Indenture, dated as of February 5, 2020, by and among Albertsons Companies, Inc., Safeway Inc., New Albertsons, L.P., Albertson's LLC, the guarantors party thereto from time to time, and Wilmington Trust, National Association, as Trustee with respect to the 4.875% Senior Notes due 2030 Albertsons Companies, Inc. 2/5/2020 8-K 4.3 10.1 Third Amended and Restated Asset-Based Revolving Credit Agreement, dated as of November 16, 2018, among Albertsons Companies, Inc., as lead borrower, the subsidiary borrowers and guarantors from time to time party thereto, the lenders from time to time party thereto and Bank of America, N.A. as administrative and collateral agent. Albertsons Companies, Inc. 11/16/2018 8-K 10.2 10.2 Amendment No. 7, dated as of November 16, 2018, to the Second Amended and Restated Term Loan Agreement, dated as of August 25, 2014 and effective as of January 30, 2015 among Albertson's Companies, LLC, Albertson's LLC, Safeway Inc. and the other co-borrowers thereto, as guarantors, the lenders from time to time party thereto, and Credit Suisse AG, Cayman Islands Branch, as administrative and collateral agent Albertsons Companies, Inc. 11/16/2016 8-K 10.1 10.3 Decision and Order, dated January 27, 2015, between the Federal Trade Commission, Cerberus Institutional Partners V, L.P., AB Acquisition LLC and Safeway Inc. Albertsons Companies, LLC 5/19/2017 S-4 10.10 10.4 Employment Agreement, dated March 13, 2006, between Albertsons Companies, Inc. (as successor to AB Acquisition LLC) and Robert Miller, as amended on March 6, 2014 Albertsons Companies, LLC 5/19/2017 S-4 10.15 10.5 Letter Agreement, dated September 21, 2015, between Albertsons Companies, Inc. and Sharon Allen Albertsons Companies, LLC 5/19/2017 S-4 10.19 10.6 Letter Agreement, dated September 21, 2015, between Albertsons Companies, Inc. and Steven A. Davis Albertsons Companies, LLC 5/19/2017 S-4 10.20 10.7 Employment Agreement, dated August 1, 2017, between AB Management Services Corp. and Robert Dimond Albertsons Companies, Inc. 11/8/2017 S-1/A 10.25 10.8 Employment Agreement, dated August 1, 2017, between AB Management Services Corp. and Shane Sampson Albertsons Companies, Inc. 11/8/2017 S-1/A 10.26 10.9 Employment Agreement, dated August 1, 2017, between AB Management Services Corp. and Anuj Dhanda Albertsons Companies, Inc. 4/6/2018 S-4 10.23 10.10 Employment Agreement dated August 1, 2017, between AB Management Services Corp. and Susan Morris Albertsons Companies, Inc. 4/24/2019 10-K 10.10 10.11 Employment Agreement, dated March 1, 2018, between Albertsons Companies, Inc. and James L. Donald Albertsons Companies, Inc. 3/7/2018 8-K 10.1 10.12 Agreement of Purchase and Sale of Real Estate, dated September 25, 2017 by and among CF Albert LLC and the entities listed on Annex A thereto Albertsons Companies, LLC 9/29/2017 8-K 10.1 10.13 Letter Agreement, dated January 12, 2018, by and among Albertsons Companies, Inc., AB Acquisition LLC and Robert G. Miller Albertsons Companies, LLC 1/16/2018 10-Q 10.2 10.14 Employment Agreement, dated September 11, 2018, by and among Albertsons Companies, Inc., and James L. Donald Albertsons Companies, Inc. 10/24/2018 8-K 10.1 10.15 Employment Agreement, dated March 25, 2019, between Albertsons Companies, Inc. and Vivek Sankaran Albertsons Companies, Inc. 3/29/2019 8-K 10.1 10.16 Emeritus Agreement, dated March 25, 2019, between Albertsons Companies, Inc. and Robert G. Miller Albertsons Companies, Inc. 3/29/2019 8-K 10.2 10.17 Amended and Restated Employment Agreement, effective as of April 25, 2019, by and between Albertsons Companies, Inc. and James L. Donald Albertsons Companies, Inc. 5/22/2019 8-K 10.1 10.18 Amended and Restated Employment Agreement, dated May 1, 2019, between Albertsons Companies, Inc. and Robert Dimond Albertsons Companies, Inc. 1/8/2020 10-Q 10.1 10.19 Amended and Restated Employment Agreement, dated May 1, 2019, between Albertsons Companies, Inc. and Shane Sampson Albertsons Companies, Inc. 1/8/2020 10-Q 10.2 10.20 Amended and Restated Employment Agreement, dated May 1, 2019, between Albertsons Companies, Inc. and Anuj Dhanda Albertsons Companies, Inc. 1/8/2020 10-Q 10.3 10.21 Amended and Restated Employment Agreement, dated May 1, 2019, between Albertsons Companies, Inc. and Susan Morris Albertsons Companies, Inc. 1/8/2020 10-Q 10.4 10.22 Separation Agreement, dated as of August 21, 2019, by and between Albertsons Companies, Inc. and Shane Sampson Albertsons Companies, Inc. 8/22/2019 8-K 10.1 10.23 Emeritus Agreement, dated December 16, 2019, between Albertsons Companies, Inc. and Robert G. Miller Albertsons Companies, Inc. 1/8/2020 10-Q 10.5 10.24 Employment Agreement, dated August 19, 2019, between Albertsons Companies, Inc. and Michael Theilmann Albertsons Companies, Inc. 3/6/2020 S-1 10.20 10.25 Amended and Restated Employment Agreement, dated December 1, 2019, between Albertsons Companies, Inc. and Christine Rupp Albertsons Companies, Inc. 3/6/2020 S-1 10.21 14.1 Code of Ethics of the Registrant Albertsons Companies, Inc. * * * 21.1 Schedule of Subsidiaries of Albertsons Companies, Inc. Albertsons Companies, Inc. 5/5/2020 S-1 21.1 31.1 Certification of the Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Albertsons Companies, Inc. * * * 31.2 Certification of the Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Albertsons Companies, Inc. * * * 32.1 Certification of the Principal Executive Officer and the Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 Albertsons Companies, Inc. ** ** **