Boise, Idaho-based Albertsons Cos. has announced the pricing of its upsized private offering of $750 million in aggregate principal amount of new 3.250 percent senior notes due 2026, issued at par and $750 million in aggregate principal amount of the new 3.500 percent senior notes due 2029, issued at par. The company and its subsidiaries, Safeway Inc., New Albertsons L.P. and Albertson’s LLC, will be co-issuers of the new notes.
The offering is expected to close on or about Aug. 31, subject to customary closing conditions.
The company intends to use the net proceeds from the offering, together with approximately $60 million of cash on hand, to (i) fund the redemption of all of its outstanding 6.625 percent senior notes due 2024 (the “2024 Redemption”), (ii) fund a partial redemption of $250 million principal amount of its outstanding 5.750 percent senior notes due 2025 (the “2025 Redemption” and together with the 2024 Redemption, the “redemptions”) and (iii) pay fees and expenses related to the Redemptions and the issuance of the new notes.
The redemptions are conditioned upon successful completion of the offering of the new notes. The company expects the (i) 2024 Redemption to occur on or about Sept. 11, 2020 and (ii) 2025 Redemption to occur on or about Sept. 16, 2020. The Redemptions will be consummated on the terms and conditions of the indentures governing such notes. The company will issue a conditional notice in connection with the Redemptions and this press release shall not constitute notice under the applicable indentures.
The new notes will be offered in the United States to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to persons outside the United States in compliance with Regulation S under the Securities Act. The new notes have not been registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the new notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Albertsons Companies is a food and drug retailer in the United States. As of June 20, the company operated 2,252 retail food and drug stores with 1,726 pharmacies, 402 associated fuel centers, 22 dedicated distribution centers and 20 manufacturing facilities. The company operates stores across 34 states and the District of Columbia under 20 banners including Albertsons, Safeway, Vons, Jewel-Osco, Shaw’s, Acme, Tom Thumb, Randalls, United Supermarkets, Pavilions, Star Market, Haggen and Carrs.
