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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 6/10/20 Albertsons Companies, Inc. S-1/A 120:29M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size
1: S-1/A Pre-Effective Amendment to Registration Statement HTML 3.42M
(General Form)
2: EX-1.1 Underwriting Agreement HTML 267K
3: EX-4.11.8 Instrument Defining the Rights of Security Holders HTML 85K
4: EX-4.12.8 Instrument Defining the Rights of Security Holders HTML 84K
5: EX-4.13.2 Instrument Defining the Rights of Security Holders HTML 83K
6: EX-4.14.1 Instrument Defining the Rights of Security Holders HTML 88K
7: EX-4.15.1 Instrument Defining the Rights of Security Holders HTML 87K
8: EX-4.16.1 Instrument Defining the Rights of Security Holders HTML 89K
9: EX-4.17.1 Instrument Defining the Rights of Security Holders HTML 87K
10: EX-5.1 Opinion of Counsel re: Legality HTML 40K
11: EX-10.24 Material Contract HTML 59K
12: EX-21.1 Subsidiaries List HTML 73K
13: EX-23.2 Consent of Experts or Counsel HTML 34K
14: EX-23.3 Consent of Experts or Counsel HTML 35K
42: R1 Cover Page HTML 55K
77: R2 Consolidated Balance Sheets HTML 131K
118: R3 Consolidated Balance Sheets (Parenthetical) HTML 57K
53: R4 Consolidated Statements of Operations and HTML 111K
Comprehensive Income
43: R5 Consolidated Statement of Cash Flows HTML 167K
78: R6 Consolidated Statements of Stockholders' / Member HTML 108K
Equity
119: R7 Description of Business, Basis of Presentation and HTML 175K
Summary of Significant Accounting Policies
55: R8 Acquisitions HTML 42K
40: R9 Property and Equipment HTML 62K
21: R10 Intangible Assets HTML 112K
59: R11 Fair Value Measurements HTML 143K
99: R12 Derivative Financial Instruments HTML 60K
86: R13 Long-Term Debt and Finance Lease Obligations HTML 142K
20: R14 Leases HTML 173K
57: R15 Stockholders' Equity HTML 47K
98: R16 Income Taxes HTML 217K
85: R17 Employee Benefit Plans and Collective Bargaining HTML 655K
Agreements
22: R18 Related Parties HTML 41K
56: R19 Commitments and Contingencies and Off Balance HTML 68K
Sheet Arrangements
120: R20 Other Comprehensive Income or Loss HTML 117K
79: R21 Net Income Per Common Share HTML 62K
44: R22 Quarterly Information (Unaudited) HTML 118K
54: R23 Description of Business, Basis of Presentation and HTML 250K
Summary of Significant Accounting Policies
(Policies)
117: R24 Description of Business, Basis of Presentation and HTML 105K
Summary of Significant Accounting Policies
(Tables)
76: R25 Property and Equipment (Tables) HTML 60K
41: R26 Intangible Assets (Tables) HTML 114K
52: R27 Fair Value Measurements (Tables) HTML 132K
116: R28 Derivative Financial Instruments (Tables) HTML 58K
80: R29 Long-Term Debt and Finance Lease Obligations HTML 101K
(Tables)
82: R30 Leases (Tables) HTML 177K
95: R31 Income Taxes (Tables) HTML 214K
60: R32 Employee Benefit Plans and Collective Bargaining HTML 583K
Agreements (Tables)
23: R33 Other Comprehensive Income or Loss (Tables) HTML 116K
83: R34 Net Income Per Common Share (Tables) HTML 61K
96: R35 Quarterly Information (Unaudited) (Tables) HTML 117K
61: R36 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 45K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Description of Business (Details)
24: R37 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 41K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Cash
and Cash Equivalents (Details)
81: R38 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 43K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Inventories (Details)
97: R39 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 55K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Property and Equipment, Intangible Assets and
Goodwill (Details)
74: R40 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 41K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Leases (Details)
112: R41 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 40K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Goodwill (Details)
45: R42 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 69K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Investment in Unconsolidated Affiliates (Details)
33: R43 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 55K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Company-Owned Life Insurance and Self-Insurance
Liabilities (Details)
75: R44 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 48K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Schedule of Self-Insurance Liabilities (Details)
113: R45 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 52K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Revenue Recognition and Costs of Sales and Vendor
Allowances (Details)
46: R46 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 74K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Sales
Revenue by Similar Products (Details)
34: R47 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 41K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Segments (Details)
73: R48 DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION AND HTML 59K
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES -
Recently Issues Accounting Standards (Details)
115: R49 ACQUISITIONS - Fiscal 2017 Acquisitions (Details) HTML 68K
107: R50 PROPERTY AND EQUIPMENT - Schedule of Property and HTML 58K
Equipment (Details)
93: R51 PROPERTY AND EQUIPMENT - Narrative (Details) HTML 44K
26: R52 INTANGIBLE ASSETS - Narrative (Details) HTML 45K
63: R53 INTANGIBLE ASSETS - Schedule of Intangible Assets HTML 73K
(Details)
106: R54 INTANGIBLE ASSETS - Schedule Future Amortization HTML 52K
Expense (Details)
92: R55 FAIR VALUE MEASUREMENTS - Schedule of Assets and HTML 68K
Liabilities Measured at Fair Value (Details)
25: R56 FAIR VALUE MEASUREMENTS - Narrative (Details) HTML 51K
62: R57 DERIVATIVE FINANCIAL INSTRUMENTS - Narrative HTML 47K
(Details)
105: R58 DERIVATIVE FINANCIAL INSTRUMENTS - Schedule of HTML 45K
Cash Flow Hedges (Details)
94: R59 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 115K
Schedule of Long-term Debt (Details)
37: R60 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 56K
Schedule of Future Maturities of Long-term Debt
(Details)
50: R61 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 157K
Albertsons Term Loans (Details)
110: R62 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 72K
Asset-Based Loan Facilities (Details)
71: R63 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 132K
Senior Unsecured, Secured Notes and NALP Notes
(Details)
36: R64 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 41K
Merger Related Financing (Details)
49: R65 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 47K
Deferred Financing Costs and Interest Expense, Net
(Details)
109: R66 LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS - HTML 51K
Schedule of Interest Expense (Details)
70: R67 LEASES - Components of Lease Expense (Details) HTML 52K
39: R68 LEASES - Balance Sheet Information (Details) HTML 55K
47: R69 LEASES - Supplemental Cash Flow Information HTML 69K
(Details)
65: R70 LEASES - Future Minimum Lease Payments to be Made HTML 135K
(Details)
30: R71 LEASES - Schedule of Rent Expense and Rental HTML 49K
Income (Details)
88: R72 LEASES - Narrative (Details) HTML 78K
101: R73 Stockholders' Equity (Details) HTML 108K
66: R74 INCOME TAXES - Schedule of Components of Income HTML 73K
Tax Benefit (Details)
31: R75 INCOME TAXES - Schedule of Effective Income Tax HTML 77K
Rate Reconciliation (Details)
89: R76 INCOME TAXES - Summary of Valuation Allowance HTML 45K
Activity (Details)
102: R77 INCOME TAXES - Narrative (Details) HTML 68K
69: R78 INCOME TAXES - Schedule of Deferred Tax Assets and HTML 98K
Liabilities (Details)
28: R79 INCOME TAXES - Schedule of Unrecognized Tax HTML 51K
Benefits (Details)
64: R80 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 96K
AGREEMENTS - Schedule of Changes in Retirement
Plan's Benefit Obligation and Fair Value of Plan
Assets (Details)
29: R81 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 49K
AGREEMENTS - Schedule of Amounts Recognized in
Accumulated Other Comprehensive Income (Loss)
(Details)
87: R82 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 45K
AGREEMENTS - Schedule of Accumulated Benefit
Obligation in Excess of Plan Assets (Details)
100: R83 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 95K
AGREEMENTS - Schedule of Components of Net Pension
and Post-retirement Expense (Details)
67: R84 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 47K
AGREEMENTS - Schedule of Assumptions Used
(Details)
32: R85 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 92K
AGREEMENTS - Narrative (Details)
90: R86 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 68K
AGREEMENTS - Schedule of Plan Assets Allocation
(Details)
104: R87 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 108K
AGREEMENTS - Schedule of Fair Value of Plan Assets
(Details)
68: R88 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 54K
AGREEMENTS - Schedule of Expected Future Benefit
Payments (Details)
27: R89 EMPLOYEE BENEFIT PLANS AND COLLECTIVE BARGAINING HTML 94K
AGREEMENTS - Schedule of Multiemployer Plan
(Details)
38: R90 RELATED PARTIES - Narrative (Details) HTML 50K
51: R91 COMMITMENTS AND CONTINGENCIES AND OFF BALANCE HTML 37K
SHEET ARRANGEMENTS - Guarantees (Details)
111: R92 COMMITMENTS AND CONTINGENCIES AND OFF BALANCE HTML 50K
SHEET ARRANGEMENTS - Legal Contingencies (Details)
72: R93 OTHER COMPREHENSIVE INCOME OR LOSS - Changes in HTML 77K
the AOCI Balance (Details)
35: R94 NET INCOME PER COMMON SHARE - Schedule of Net HTML 63K
income per common share (Details)
48: R95 Quarterly Information (unaudited) - Schedule of HTML 62K
Interim Information (Details)
108: R96 Quarterly Information (unaudited) - Narrative HTML 46K
(Details)
91: XML IDEA XML File -- Filing Summary XML 230K
103: XML XBRL Instance -- d885054ds1a_htm XML 5.21M
84: EXCEL IDEA Workbook of Financial Reports XLSX 140K
16: EX-101.CAL XBRL Calculations -- aci-20200229_cal XML 284K
17: EX-101.DEF XBRL Definitions -- aci-20200229_def XML 1.00M
18: EX-101.LAB XBRL Labels -- aci-20200229_lab XML 2.09M
19: EX-101.PRE XBRL Presentations -- aci-20200229_pre XML 1.54M
15: EX-101.SCH XBRL Schema -- aci-20200229 XSD 284K
58: JSON XBRL Instance as JSON Data -- MetaLinks 572± 909K
114: ZIP XBRL Zipped Folder -- 0001193125-20-165122-xbrl Zip 2.64M
| EX-4.15.1 |
Exhibit 4.15.1
FIRST SUPPLEMENTAL INDENTURE
FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) dated as of June 9, 2020 (the “Effective Date”), among ALBERTSONS COMPANIES, INC., a Delaware corporation (the “Company”), NEW ALBERTSONS L.P., a Delaware limited partnership (“NALP”), SAFEWAY INC., a Delaware corporation (“Safeway”) and ALBERTSON’S LLC, a Delaware limited liability company (“Albertsons”, together with the Company, Safeway and NALP, collectively, the “Issuers”), the Existing Guarantors that are signatories hereto under the heading Existing Guarantors (each, an “Existing Guarantor,” and collectively, the “Existing Guarantors”), the New Guarantor signatory hereto under the heading New Guarantor (the “New Guarantor”) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity, together with its successors and assigns in such capacity, the “Trustee”).
W I T N E S S E T H :
WHEREAS the Issuers and the Existing Guarantors have executed and delivered to the Trustee an indenture (as amended, supplemented or otherwise modified, the “Indenture”) dated as November 22, 2019, providing for the issuance of the Issuers’ 4.625% Senior Notes due 2027 (the “Securities”), in the aggregate principal amount of $1,350,000,000; and
WHEREAS pursuant to Section 9.01 of the Indenture, the Trustee and the Company are authorized to execute and deliver this Supplemental Indenture;
NOW THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the Company and the Trustee mutually covenant and agree for the equal and ratable benefit of the Holders of the Securities as follows:
1. Defined Terms. As used in this Supplemental Indenture, terms defined in the Indenture or in the preamble or recital hereto are used herein as therein defined. The words “herein,” “hereof” and hereby and other words of similar import used in this Supplemental Indenture refer to this Supplemental Indenture as a whole and not to any particular section hereof.
2. Subsidiary Guarantee.
(a) Each Existing Guarantor, hereby confirms, jointly and severally, that its Guarantee shall apply to the Issuers’ Obligations under the Securities and the Indenture on the terms and subject to the conditions set forth in Article X of the Indenture and will continue to be bound by all other applicable provisions of the Indenture and the Securities and to perform all of the obligations and agreements of a Guarantor under the Indenture.
(b) The New Guarantor, hereby agrees, jointly and severally with all Existing Guarantors, to unconditionally guarantee the Issuers’ Obligations under the Securities on the terms and subject to the conditions set forth in Article X of the Indenture and to be bound by all other applicable provisions of the Indenture and the Securities and to perform all of the obligations and agreements of a Guarantor under the Indenture.
3. Ratification of Indenture; Supplemental Indentures Part of Indenture. Except as expressly amended hereby, the Indenture is in all respects ratified and confirmed and all the terms, conditions and provisions thereof shall remain in full force and effect. This Supplemental Indenture shall form a part of the Indenture for all purposes, and every Holder of Securities heretofore or hereafter authenticated and delivered shall be bound hereby.
4. Governing Law. THIS SUPPLEMENTAL INDENTURE SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.
5. Trustee Makes No Representation. The Trustee makes no representation as to the recitals or the validity or sufficiency of this Supplemental Indenture.
6. Counterparts. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement.
7. Effect of Headings. The Section headings herein are for convenience only and shall not affect the construction thereof.
[Remainder of Page Intentionally Left Blank]
2
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed as of the date first above written.
| Issuers | ||
| ALBERTSONS COMPANIES, INC. | ||
| By: | /s/ Robert B. Dimond | |
| Name: Robert B. Dimond | ||
| Title: Executive Vice President & Chief Financial Officer | ||
| NEW ALBERTSONS L.P. | ||
| By: | /s/ Robert B. Dimond | |
| Name: Robert B. Dimond | ||
| Title: Executive Vice President & Chief Financial Officer | ||
| ALBERTSON’S LLC | ||
| By: | /s/ Robert A. Gordon | |
| Name: Robert A. Gordon | ||
| Title: Executive Vice President, General Counsel & Secretary | ||
| SAFEWAY INC. | ||
| By: | /s/ Robert A. Gordon | |
| Name: Robert A. Gordon | ||
| Title: Executive Vice President, General Counsel & Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| Existing Guarantors | ||
| UNITED SUPERMARKETS, L.L.C. | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
| SPIRIT ACQUISITION HOLDINGS LLC | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| NAI HOLDINGS GP LLC | ||
| By: | /s/ Robert B. Dimond | |
| Name: Robert B. Dimond | ||
| Title: Executive Vice President & Chief Financial Officer | ||
| ALBERTSON’S STORES SUB HOLDINGS LLC | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
| AB ACQUISITION LLC | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
| ALBERTSON’S STORES SUB LLC | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| AB MANAGEMENT SERVICES CORP. | ||
| By: | /s/ Robert B. Dimond | |
| Name: Robert B. Dimond | ||
| Title: Executive Vice President & Chief Financial Officer | ||
| ABS REAL ESTATE COMPANY LLC | ||
| By: | /s/ Robert A. Gordon | |
| Name: Robert A. Gordon | ||
| Title: Executive Vice President, General Counsel & Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| ABS FINANCE CO., INC. | ||
| ACME MARKETS, INC. | ||
| APLC PROCUREMENT, INC. | ||
| ASC MEDIA SERVICES, INC. | ||
| ASP REALTY, LLC | ||
| CLIFFORD W. PERHAM, INC. | ||
| JEWEL COMPANIES, INC. | ||
| JEWEL FOOD STORES, INC. | ||
| OAKBROOK BEVERAGE CENTERS, INC. | ||
| SHAW’S SUPERMARKETS, INC. | ||
| SSM HOLDINGS COMPANY | ||
| STAR MARKETS COMPANY, INC. | ||
| STAR MARKETS HOLDINGS, INC. | ||
| AMERICAN STORES COMPANY, LLC | ||
| AMERICAN DRUG STORES LLC | ||
| AMERICAN PROCUREMENT AND LOGISTICS COMPANY LLC | ||
| LUCKY STORES LLC | ||
| AMERICAN PARTNERS, L.P. | ||
| JETCO PROPERTIES, INC. | ||
| SHAW’S REALTY CO. | ||
| WILDCAT MARKETS OPCO LLC | ||
| NAI SATURN EASTERN LLC | ||
| GIANT OF SALISBURY, INC. | ||
| COLLINGTON SERVICES LLC | ||
| ALBERTSONS COMPANIES SPECIALTY CARE, LLC | ||
| MEDCART SPECIALTY CARE, LLC | ||
| By: | /s/ Gary Morton | |
| Name: Gary Morton | ||
| Title: Vice President, Treasurer & Assistant Secretary | ||
| SHAW’S REALTY TRUST | ||
| By: | /s/ Gary Morton | |
| Name: Gary Morton | ||
| Title: Trustee | ||
[First Supplemental Indenture (2027 Notes)]
| FRESH HOLDINGS LLC | ||
| GOOD SPIRITS LLC | ||
| AMERICAN FOOD AND DRUG LLC | ||
| EXTREME LLC | ||
| NEWCO INVESTMENTS, LLC | ||
| NHI INVESTMENT PARTNERS, LP | ||
| AMERICAN STORES PROPERTIES LLC | ||
| JEWEL OSCO SOUTHWEST LLC | ||
| SUNRICH MERCANTILE LLC | ||
| ABS REAL ESTATE HOLDINGS LLC | ||
| ABS REAL ESTATE INVESTOR HOLDINGS LLC | ||
| ABS REAL ESTATE OWNER HOLDINGS LLC | ||
| ABS MEZZANINE I LLC | ||
| ABS FLA INVESTOR LLC | ||
| ABS SW INVESTOR LLC | ||
| ABS RM INVESTOR LLC | ||
| ABS DFW INVESTOR LLC | ||
| ASP SW INVESTOR LLC | ||
| ABS REALTY INVESTOR LLC | ||
| ABS FLA LEASE INVESTOR LLC | ||
| ABS SW LEASE INVESTOR LLC | ||
| ABS RM LEASE INVESTOR LLC | ||
| ASP SW LEASE INVESTOR LLC | ||
| AFDI NOCAL LEASE INVESTOR LLC | ||
| ABS NOCAL LEASE INVESTOR LLC | ||
| ABS REALTY LEASE INVESTOR LLC | ||
| ABS TX INVESTOR GP LLC | ||
| ASR TX INVESTOR GP LLC | ||
| ABS TX INVESTOR LP | ||
| ABS TX LEASE INVESTOR GP LLC | ||
| ABS TX LEASE INVESTOR LP | ||
| ASR TX INVESTOR LP ASR LEASE INVESTOR LLC | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| ABS MEZZANINE II LLC | ||
| ABS FLA OWNER LLC | ||
| ABS SW OWNER LLC | ||
| ABS SW LEASE OWNER LLC | ||
| LUCKY (DEL) LEASE OWNER LLC | ||
| SHORTCO OWNER LLC | ||
| ABS NOCAL LEASE OWNER LLC | ||
| LSP LEASE LLC | ||
| ABS RM OWNER LLC | ||
| ABS RM LEASE OWNER LLC | ||
| ABS DFW OWNER LLC | ||
| ABS DFW LEASE OWNER LLC | ||
| ASP SW OWNER LLC | ||
| ASP SW LEASE OWNER LLC | ||
| EXT OWNER LLC | ||
| SUNRICH OWNER LLC | ||
| EXT LEASE OWNER LLC | ||
| NHI TX OWNER GP LLC | ||
| NHI TX OWNER LP | ||
| NHI TX LEASE OWNER GP LLC | ||
| NHI TX LEASE OWNER LP | ||
| ASR OWNER LLC | ||
| ASR TX LEASE OWNER GP LLC | ||
| ASR TX LEASE OWNER LP | ||
| ABS TX OWNER GP LLC | ||
| ABS TX OWNER LP | ||
| ABS TX LEASE OWNER GP LLC | ||
| ABS TX LEASE OWNER LP | ||
| ABS MEZZANINE III LLC | ||
| ABS CA-O LLC | ||
| ABS CA-GL LLC | ||
| ABS ID-O LLC | ||
| ABS ID-GL LLC | ||
| ABS MT-O LLC | ||
| ABS MT-GL LLC | ||
| ABS NV-O LLC | ||
| ABS NV-GL LLC | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & AssistantSecretary | ||
[First Supplemental Indenture (2027 Notes)]
| ABS OR-O LLC | ||
| ABS OR-GL LLC | ||
| ABS UT-O LLC | ||
| ABS UT-GL LLC | ||
| ABS WA-O LLC | ||
| ABS WA-GL LLC | ||
| ABS WY-O LLC | ||
| ABS WY-GL LLC | ||
| ABS CA-O DC1 LLC | ||
| ABS CA-O DC2 LLC | ||
| ABS ID-O DC LLC | ||
| ABS OR-O DC LLC | ||
| ABS UT-O DC LLC | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| USM MANUFACTURING L.L.C. LLANO LOGISTICS, INC. | ||
| By: | /s/ Bradley R. Beckstrom | |
| Name: Bradley R. Beckstrom | ||
| Title: Group Vice President, Real Estate & Business Law & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| CAYAM ENERGY, LLC | ||
| DIVARIO VENTURES LLC | ||
| DOMINICK’S SUPERMARKETS, LLC | ||
| DOMINICK’S FINER FOODS, LLC | ||
| GFM HOLDINGS I, INC. | ||
| GFM HOLDINGS LLC | ||
| LUCERNE FOODS, INC. | ||
| EATING RIGHT LLC | ||
| LUCERNE DAIRY PRODUCTS LLC | ||
| LUCERNE NORTH AMERICA LLC | ||
| O ORGANICS LLC | ||
| RANDALL’S HOLDINGS, INC. | ||
| RANDALL’S FOOD MARKETS, INC. | ||
| SAFEWAY AUSTRALIA HOLDINGS, INC. | ||
| SAFEWAY CANADA HOLDINGS, INC. | ||
| SAFEWAY NEW CANADA, INC. | ||
| SAFEWAY CORPORATE, INC. | ||
| SAFEWAY STORES 67, INC. | ||
| SAFEWAY DALLAS, INC. | ||
| AVIA PARTNERS, INC. | ||
| SAFEWAY STORES 78, INC. | ||
| SAFEWAY STORES 79, INC. | ||
| SAFEWAY STORES 80, INC. | ||
| SAFEWAY STORES 85, INC. | ||
| SAFEWAY STORES 86, INC. | ||
| SAFEWAY STORES 87, INC. | ||
| SAFEWAY STORES 88, INC. | ||
| SAFEWAY STORES 89, INC. | ||
| SAFEWAY STORES 90, INC. | ||
| SAFEWAY STORES 91, INC. | ||
| SAFEWAY STORES 92, INC. | ||
| SAFEWAY STORES 96, INC. | ||
| SAFEWAY STORES 97, INC. | ||
| SAFEWAY STORES 98, INC. | ||
| SAFEWAY DENVER, INC. | ||
| SAFEWAY STORES 44, INC. | ||
| SAFEWAY STORES 45, INC. | ||
| SAFEWAY STORES 46, INC. | ||
| SAFEWAY STORES 47, INC. | ||
| SAFEWAY STORES 48, INC. | ||
| SAFEWAY STORES 49, INC. | ||
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Vice President & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| SAFEWAY GIFT CARDS, LLC SAFEWAY HOLDINGS I, LLC GROCERYWORKS.COM, LLC GROCERYWORKS.COM OPERATING COMPANY, LLC SAFEWAY PHILTECH HOLDINGS, INC. SAFEWAY STORES 58, INC. SAFEWAY SOUTHERN CALIFORNIA, INC. SAFEWAY STORES 28, INC. THE VONS COMPANIES, INC. SAFEWAY STORES 42, INC. CONSOLIDATED PROCUREMENT SERVICES, INC. SAFEWAY STORES 71, INC. SAFEWAY STORES 72, INC. SSI – AK HOLDINGS, INC. CARR-GOTTSTEIN FOODS CO. SAFEWAY HEALTH INC. | ||
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Vice President & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| GENUARDI’S FAMILY MARKETS LP | ||
| By: | GFM HOLDINGS LLC, its general partner | |
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Vice President & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| RANDALL’S FOOD & DRUGS LP | ||
| By: | RANDALL’S FOOD MARKETS, INC., its general partner | |
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Vice President & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| RANDALL’S MANAGEMENT COMPANY, INC. | ||
| RANDALL’S BEVERAGE COMPANY, INC. | ||
| By: | /s/ Patrick McCarty | |
| Name: Patrick McCarty | ||
| Title: Vice President | ||
[First Supplemental Indenture (2027 Notes)]
| RANDALL’S INVESTMENTS, INC. | ||
| By: | /s/ Elizabeth A. Harris | |
| Name: Elizabeth A. Harris | ||
| Title: Vice President & Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| DINEINFRESH, INC. | ||
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Group Vice President, Corporate Law & Assistant Secretary | ||
| INFINITE AISLE LLC | ||
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Vice President & Assistant Secretary | ||
| JA PROCUREMENT LLC | ||
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Group Vice President, Corporate Law & Assistant Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| New Guarantor | ||
| SAFEWAY REALTY LLC | ||
| By: | /s/ Laura A. Donald | |
| Name: Laura A. Donald | ||
| Title: Secretary | ||
[First Supplemental Indenture (2027 Notes)]
| WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee | ||
| By: | /s/ Hallie E. Field | |
| Name: Hallie E. Field | ||
| Title: Vice President | ||
[First Supplemental Indenture (2027 Notes)]
| This ‘S-1/A’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 6/10/20 | |||
| 6/9/20 | 8-K | |||
| 11/22/19 | 8-K, UPLOAD | |||
| List all Filings | ||||
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/22/24 Albertsons Companies, Inc. 10-K 2/24/24 113:14M 4/25/23 Albertsons Companies, Inc. 10-K 2/25/23 116:16M 4/26/22 Albertsons Companies, Inc. 10-K 2/26/22 118:16M 4/28/21 Albertsons Companies, Inc. 10-K 2/27/21 119:17M 8/04/20 Albertsons Companies, Inc. 10-Q 6/20/20 52:6.3M |