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2018/5/12 $克罗格(KR)$
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On April 20, 2018, The Kroger Co. (the “Company”) issued a press release announcing (a) its completion of the sale of its convenience store business unit and (b) its entry into an accelerated share repurchase (as described in more detail below). Attached hereto as Exhibit 99.1 is a copy of that release.
The Company entered into a collared accelerated share repurchase (“ASR”) agreement with Goldman Sachs & Co. LLC (“GS”) on April 20, 2018. Pursuant to the terms of the ASR agreement, on April 24, 2018, the Company will pay GS $1.2 billion in cash and receive an initial delivery of approximately 36.1 million common shares. The total number of shares that the Company ultimately will receive under the ASR will be based generally on the average of the daily volume-weighted average prices (“VWAP”) of the shares traded during the term of the ASR agreement, subject to a collar provision that will establish minimum and maximum numbers of shares to be repurchased. The minimum and maximum share numbers will be determined after a four-week period and will depend generally on the average of the daily VWAP of the shares during the period. At final settlement, GS may be required to deliver additional shares to the Company, or, under certain circumstances, the Company may be required to make a cash payment to GS (or, at the Company’s election deliver its shares to GS), based generally on the average of the daily VWAP of the shares during the term of the ASR agreement, subject to the collar and certain adjustments. Final settlement of the ASR is scheduled to occur during the Company’s second quarter of fiscal 2018, although the settlement may be accelerated at GS’ option.
2017/6/27 10Q filed. notice the stock repurchase schedule
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The amounts shown in this column reflect the amount remaining under the September 2016 Share Repurchase Program and the March 2017 Share Repurchase Program as of the specified period end dates. Amounts available under the 1999 Repurchase Program are dependent upon option exercise activity. The September 2016 Share Repurchase Program, the March 2017 Share Repurchase Program and the 1999 Repurchase Program do not have an expiration date but may be terminated by our Board of Directors at any time. The March 2017 Share Repurchase Program was exhausted during the second quarter of 2017. On June 22, 2017, our Board of Directors approved a $1 billion share repurchase program.
2017/6/22 董事会新批准 10亿美金回购（注意：上三次回购额度用完了）。 以今天22.77的价格，可以买44M 股。
2017/6/17
Kroger posted its second-straight quarter of same-store sales declines, reporting a 0.2 percent decrease excluding fuel sales when it reported first-quarter results on Thursday before the stock market opened. Kroger had cranked out an industry-leading 52 consecutive quarters of same-store sales growth before reporting a decline last quarter and repeating it in the first quarter.
But signs are pointing to Kroger getting back to same-store sales growth in the second quarter. CEO Rodney McMullen said in a news release that Kroger has generated same-store sales growth in the last nine weeks of the first quarter and so far in the first four weeks of its fiscal second quarter.
Same-store sales also came out better than analysts expected. They had predicted a same-store sales decline of 0.7 percent.
Kroger posted profits of 58 cents per share, beating analysts’ estimates of 57 cents per share, according to Zacks Investment Research. Earnings matched the consensus estimates of analysts polled by Thomson Reuters. Kroger’s profits were down 18 percent from the 71 cents it earned a year ago. First-quarter results exclude charges related to pension plan agreements and $184 million it paid for its voluntary early retirement program.
Kroger’s sales climbed 5 percent to $ 36.3 billion. That topped analysts’ expectations of $35.8 billion, according to Thomson Reuters.
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KR 预期减少0.20per share。差不多对应 180M 的 主动退休基金的数额。美国工会及其养老金是最大的变数。现在食品是 deflation （通缩）这个对KR 这样的食品杂货不利。但通胀会慢慢起来。公司预测2017年Q4 会起来。Captial Research 和 FMR 过去两个季度攒了不少KR。
同买入了。
2017/6/16 AMZN 130.7亿美金买 whole foods。 一帮零售崩了。 walmart, costco, supervalue, kroger . 反应过头了。继续买 KR. 21刀。
25 刀买入。 这个季度 KR 花了772M 回购股票。至少可以做投机。 明天（星期五，期权日）再跌，再买。
From 8K today.
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Kroger lowered its 2017 GAAP net earnings guidance for 53 weeks to $1.74-$ 1.79 per diluted share. Kroger’s adjusted net earnings guidance range is $2.00 to $ 2.05 per diluted share. This assumes an $80 million LIFO charge compared to the company’s original estimate of $ 25 million. The previous adjusted net earnings guidance range was $2.21 to $ 2.25 per diluted share.
The following table summarizes items that affected the Company’s financial results during the periods presented. In the first quarter of 2017, these items included charges related to the withdrawal liability for certain multi-employer pension funds and the voluntary retirement offering. In the first quarter of 2016, The Kroger Co. did not have any adjustment items.
The pre-tax adjustments for the pension plan withdrawal liabilities were $199, after-tax 126
The pre-tax adjustments for the voluntary retirement offering were $184, after-tax 117.
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after-tax adjustment per diluted share 0.26. the difference of 0.20 might due to the pension liability adjustment. funny thing is that NOBODY asked about this pension issue in conference, this ELEPHANT in the room!
previous 2017 guidance filed 2017/3/2.
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From 2016 10K filed 2017/3/28 (year end Feb)
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The contractual obligations table excludes funding of pension and other postretirement benefit obligations, which totaled approximately $33 million in 2016. This table also excludes contributions under various multi-employer pension plans, which totaled $ 289 million in 2016.
We expect 2017 Company-sponsored pension plans expense to be approximately $110 million. We are not required to make a cash contribution in 2017.
In 2017, we expect to contribute approximately $ 360 million to multi-employer pension funds. Of this amount, $ 35 million has been accrued for as of year-end. This excludes any additional multi-employer pension plan restructuring that could occur. We continue to evaluate and address our potential exposure to under-funded multi-employer pension plans. Although these liabilities are not a direct obligation or liability of Kroger, any new agreements that would commit us to fund certain multi-employer plans will be expensed when our commitment is probable and an estimate can be made.
In 2016, the Company incurred a charge of $111, $ 71 (after-tax), due to commitments and withdrawal liabilities arising from the restructuring of certain multi-employer pension plan obligations, of which $28 was contributed to the UFCW Consolidated Pension Plan in 2016.
•In 2015, the Company contributed $ 190 to the UFCW Consolidated Pension Plan. The Company had previously accrued $60 of the total contributions at January 31, 2015 and recorded expense for the remaining $ 130 at the time of payment in 2015.
•In 2014, the Company incurred a charge of $56 (after-tax) related to commitments and withdrawal liabilities associated with the restructuring of pension plan agreements, of which $ 15 was contributed to the UFCW Consolidated Pension Plan in 2014.
In the second quarter of 2016, the Company incurred a $111 charge to OG&A expenses for commitments and withdrawal liabilities associated with the restructuring of certain multi-employer pension plan agreements.
In the third quarter of 2015, the Company incurred a $80 charge to OG&A expenses for contributions to the UFCW Consolidated Pension Plan.
In the fourth quarter of 2015, the Company incurred a $ 30 charge to OG&A expenses for contributions to the UFCW Consolidated Pension Plan.
SUBSEQUENT EVENT
In 2016, the Company announced a Voluntary Retirement Offering (“VRO”) for certain non-store associates. Approximately 1,300 associates irrevocably accepted the VRO in early March 2017. The Company anticipates recognizing a VRO charge of approximately $180, pre-tax, in the first quarter of 2017.
As we continue to work to find solutions to under-funded multi-employer pension plans, it is possible we could incur withdrawal liabilities for certain funds. Two locations have initiated a withdrawal process, in the first quarter of 2017, resulting in an estimated withdrawal liability of less than $ 100, after-tax.
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