UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM
CURRENT REPORT
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| Item 8.01 | Other Events. |
As disclosed in a Form 8-K filed with the Securities and Exchange Commission on October 14, 2022, Albertsons Companies, Inc. (the “Company”) declared a special dividend of $6.85 per share of Common Stock to be paid on November 7, 2022 to holders of record at the close of business on October 24, 2022. On November 3, 2022, the Superior Court of King County in the State of Washington issued an order temporarily restraining the payment of the Special Dividend in the case State of Washington v. Albertsons Companies, Inc. et al. (NO. 22-2-18046-3 SEA). A hearing for a preliminary injunction on the payment of the Special Dividend is set for November 10, 2022. The Company intends to vigorously defend this case, and a similar case filed by several Attorneys General, and believes that each case is without merit.
On November 3, 2022, the Company issued a press release announcing the temporary restraining order with respect to the Special Dividend. A copy of the press release is furnished as Exhibit 99.1 to this Current Report and incorporated herein by reference.
Forward-Looking Statements
This report includes “forward-looking statements” within the meaning of the federal securities laws. The “forward-looking statements” include our current expectations, assumptions, estimates and projections about the Special Dividend and the payment thereof. They include statements which the Company believes to be reasonable at this time. You can identify forward-looking statements by the use of words such as “outlook,” “may,” “should,” “could,” “estimates,” “predicts,” “potential,” “continue,” “anticipates,” “believes,” “plans,” “expects,” “future” and “intends” and similar expressions which are intended to identify forward-looking statements.
These statements are not guarantees of future performance and are subject to numerous risks and uncertainties which are beyond our control and difficult to predict and could cause actual results to differ materially from the results expressed or implied by the statements.
All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements and risk factors. Forward-looking statements contained in report reflect our view only as of the date of this report. We undertake no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
In evaluating our forward-looking statements, you should carefully consider the risks and uncertainties more fully described in the “Risk Factors” section or other sections in our reports filed with the SEC.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| 99.1 | Press Release dated November 3, 2022 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Albertsons Companies, Inc. (Registrant) | ||||||
| Dated: November 4, 2022 | By: | /s/ Juliette W. Pryor | ||||
| Name: | Juliette W. Pryor | |||||
| Title: | Executive Vice President, General Counsel and Secretary | |||||