UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission file number
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of | (I.R.S. Employer | |
incorporation or organization) | Identification No.) |
(Address of principal executive offices)
(Zip Code)
(
(Registrant’s telephone number, including area code)
Unchanged
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of each exchange on which registered |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
☒ | Accelerated filer | ☐ | ||
Non-accelerated filer | ☐ | Smaller reporting company | ||
Emerging growth company |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
There were
PART I – FINANCIAL INFORMATION
Item 1. | Financial Statements. |
THE KROGER CO.
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
Second Quarter Ended | Two Quarters Ended | ||||||||||||
August 17, | August 12, | August 17, | August 12, | ||||||||||
(In millions, except per share amounts) |
| 2024 |
| 2023 |
| 2024 |
| 2023 |
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Sales | $ | | $ | | $ | | $ | | |||||
Operating expenses | |||||||||||||
Merchandise costs, including advertising, warehousing, and transportation, excluding items shown separately below |
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Operating, general and administrative |
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Rent |
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Depreciation and amortization |
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Operating profit (loss) |
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| ( |
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Other income (expense) | |||||||||||||
Interest expense | ( | ( | ( | ( | |||||||||
Non-service component of company-sponsored pension plan benefits | | | | | |||||||||
(Loss) gain on investments | ( | | ( | | |||||||||
Net earnings (loss) before income tax expense |
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| ( |
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Income tax expense (benefit) |
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| ( |
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Net earnings (loss) including noncontrolling interests |
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Net income (loss) attributable to noncontrolling interests |
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Net earnings (loss) attributable to The Kroger Co. | $ | | $ | ( | $ | | $ | | |||||
Net earnings (loss) attributable to The Kroger Co. per basic common share | $ | | $ | ( | $ | | $ | | |||||
Average number of common shares used in basic calculation |
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Net earnings (loss) attributable to The Kroger Co. per diluted common share | $ | | $ | ( | $ | | $ | | |||||
Average number of common shares used in diluted calculation |
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The accompanying notes are an integral part of the Consolidated Financial Statements.
2
THE KROGER CO.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(unaudited)
| Second Quarter Ended | Two Quarters Ended | |||||||||||
August 17, | August 12, | August 17, | August 12, | ||||||||||
(In millions) |
| 2024 |
| 2023 |
| 2024 |
| 2023 |
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Net earnings (loss) including noncontrolling interests | $ | | $ | ( | $ | | $ | | |||||
Other comprehensive (loss) income | |||||||||||||
Change in pension and other postretirement defined benefit plans, net of income tax(1) | — | ( | ( | ( | |||||||||
Unrealized gains and losses on cash flow hedging activities, net of income tax(2) |
| ( |
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| ( |
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Amortization of unrealized gains and losses on cash flow hedging activities, net of income tax(3) | | | | | |||||||||
Total other comprehensive (loss) income |
| ( |
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Comprehensive income (loss) |
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| ( |
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Comprehensive (loss) income attributable to noncontrolling interests |
| ( |
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Comprehensive income (loss) attributable to The Kroger Co. | $ | | $ | ( | $ | | $ | |
(1) |
(2) |
(3) |
The accompanying notes are an integral part of the Consolidated Financial Statements.
3
THE KROGER CO.
CONSOLIDATED BALANCE SHEETS
(unaudited)
| August 17, |
| February 3, |
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(In millions, except par amounts) | 2024 | 2024 |
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ASSETS | |||||||
Current assets | |||||||
Cash and temporary cash investments | $ | | $ | | |||
Store deposits in-transit |
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Receivables |
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FIFO inventory |
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LIFO reserve |
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Assets held for sale |
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Prepaid and other current assets | | | |||||
Total current assets |
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Property, plant and equipment, net |
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Operating lease assets | | | |||||
Intangibles, net |
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Goodwill |
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Other assets |
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Total Assets | $ | | $ | | |||
LIABILITIES | |||||||
Current liabilities | |||||||
Current portion of long-term debt including obligations under finance leases | $ | | $ | | |||
Current portion of operating lease liabilities | | | |||||
Accounts payable |
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Accrued salaries and wages |
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Liabilities held for sale | | — | |||||
Other current liabilities |
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Total current liabilities |
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Long-term debt including obligations under finance leases | | | |||||
Noncurrent operating lease liabilities | | | |||||
Deferred income taxes |
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Pension and postretirement benefit obligations |
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Other long-term liabilities |
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Total Liabilities |
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Commitments and contingencies see Note 5 | |||||||
SHAREOWNERS’ EQUITY | |||||||
Preferred shares, $ | |||||||
Common shares, $ |
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Additional paid-in capital |
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Accumulated other comprehensive loss |
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Accumulated earnings |
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Common shares in treasury, at cost, |
| ( |
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Total Shareowners’ Equity - The Kroger Co. |
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Noncontrolling interests |
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Total Equity |
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Total Liabilities and Equity | $ | | $ | |
The accompanying notes are an integral part of the Consolidated Financial Statements.
4
THE KROGER CO.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)
Two Quarters Ended | |||||||
August 17, | August 12, | ||||||
(In millions) |
| 2024 |
| 2023 |
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Cash Flows from Operating Activities: | |||||||
Net earnings including noncontrolling interests | $ | | $ | | |||
Adjustments to reconcile net earnings including noncontrolling interests to net cash provided by operating activities: | |||||||
Depreciation and amortization |
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Operating lease asset amortization | | | |||||
LIFO charge |
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Share-based employee compensation |
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Deferred income taxes |
| ( |
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Gain on the sale of assets | ( | ( | |||||
Loss (gain) on investments | | ( | |||||
Other |
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Changes in operating assets and liabilities: | |||||||
Store deposits in-transit |
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Receivables |
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Inventories |
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Prepaid and other current assets |
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Accounts payable |
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Accrued expenses |
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Income taxes receivable and payable |
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Operating lease liabilities | ( | ( | |||||
Other |
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Net cash provided by operating activities |
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Cash Flows from Investing Activities: | |||||||
Payments for property and equipment, including payments for lease buyouts |
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Proceeds from sale of assets |
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Other |
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Net cash used by investing activities |
| ( |
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Cash Flows from Financing Activities: | |||||||
Payments on long-term debt including obligations under finance leases |
| ( | ( | ||||
Dividends paid | ( | ( | |||||
Proceeds from issuance of capital stock | |
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Treasury stock purchases |
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Other | ( |
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Net cash used by financing activities |
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Net increase in cash and temporary cash investments |
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Cash and temporary cash investments: | |||||||
Beginning of year |
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End of period see Note 9 | $ | | $ | | |||
Reconciliation of capital investments: | |||||||
Payments for property and equipment, including payments for lease buyouts | $ | ( | $ | ( | |||
Payments for lease buyouts | |
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Changes in construction-in-progress payables |
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Total capital investments, excluding lease buyouts | $ | ( | $ | ( | |||
Disclosure of cash flow information: | |||||||
Cash paid during the year for interest | $ | | $ | | |||
Cash paid during the year for income taxes | $ | | $ | |
The accompanying notes are an integral part of the Consolidated Financial Statements.
5
THE KROGER CO.
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREOWNERS’ EQUITY
(unaudited)
Accumulated | |||||||||||||||||||||||||
Additional | Other | ||||||||||||||||||||||||
Common Stock | Paid-In | Treasury Stock | Comprehensive | Accumulated | Noncontrolling | ||||||||||||||||||||
(In millions, except per share amounts) |
| Shares |
| Amount |
| Capital |
| Shares |
| Amount |
| Income (Loss) |
| Earnings |
| Interest |
| Total | |||||||
Balances at January 28, 2023 | | $ | | $ | |
| | $ | ( | $ | ( | $ | | $ | ( |
| $ | | |||||||
Issuance of common stock: | |||||||||||||||||||||||||
Stock options exercised |
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Restricted stock issued |
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Treasury stock activity: | |||||||||||||||||||||||||
Stock options exchanged |
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Share-based employee compensation |
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Other comprehensive income net of tax of $ |
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Other |
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Cash dividends declared ($ |
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Net earnings including noncontrolling interests |
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Balances at May 20, 2023 |
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Issuance of common stock: | |||||||||||||||||||||||||
Stock options exercised |
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Restricted stock issued |
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Treasury stock activity: | |||||||||||||||||||||||||
Stock options exchanged |
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Share-based employee compensation |
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Other comprehensive income net of tax of $ |
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Other |
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Cash dividends declared ($ |
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Net earnings (loss) including noncontrolling interests |
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Balances at August 12, 2023 |
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| $ | |
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| $ | ( |
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Issuance of common stock: | |||||||||||||||||||||||||
Stock options exercised |
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Restricted stock issued |
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Treasury stock activity: | |||||||||||||||||||||||||
Stock options exchanged |
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Share-based employee compensation |
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Other comprehensive income net of income tax of $ |
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Other |
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Cash dividends declared ($ |
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Net earnings including noncontrolling interests |
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Balances at November 4, 2023 |
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| $ | |
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| $ | ( |
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Issuance of common stock: | |||||||||||||||||||||||||
Stock options exercised |
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Restricted stock issued |
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Treasury stock activity: | |||||||||||||||||||||||||
Stock options exchanged |
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Share-based employee compensation |
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Other comprehensive income net of income tax of ($ |
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Other |
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Cash dividends declared ($ |
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Net earnings including noncontrolling interests |
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Balances at February 3, 2024 |
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