-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Pkulpjc2ZNB0pbeJ5B64BLADzrJK1AxpSxE0HAONoAwwMOsHK+3Dy7k7DPst9MH4 pB0kegGsX3+l74KIKfyKlg== 0000056873-95-000023.txt : 199507190000056873-95-000023.hdr.sgml : 19950719 ACCESSION NUMBER: 0000056873-95-000023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950718 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19950718 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: KROGER CO CENTRAL INDEX KEY: 0000056873 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 310345740 STATE OF INCORPORATION: OH FISCAL YEAR END: 0101 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-00303 FILM NUMBER: 95554511 BUSINESS ADDRESS: STREET 1: 1014 VINE ST CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5137624000 8-K 1 8-K FILING DATED 7/18/95 SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 18, 1995 THE KROGER CO. (Exact name of registrant as specified in its charter) An Ohio Corporation No. 1-303 31-0345740 (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Number) 1014 Vine Street Cincinnati, OH 45201 (Address of principal executive offices) Registrant's telephone number: (513) 762-4000 Item 5. Other Events - ------- ------------ On July 18, 1995, the Company released its earnings for the second quarter 1995 in the form attached hereto as Exhibit 99.1. Item 7. Financial Statements and Exhibits - ------- --------------------------------- (c) Exhibits 99.1 Other Exhibits--Earnings Release for Second Quarter 1995 SIGNATURE --------- 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 hereto duly authorized. THE KROGER CO. July 18, 1995 By (Paul W. Heldman) ----------------- Paul W. Heldman Vice President, Secretary and General Counsel EXHIBIT INDEX ------------- Exhibit - ------- 99.1 Other Exhibits--Earnings Release for Second Quarter 1995 EX-99.1 2 PRESS RELEASE TO 8-K EXHIBIT 99.1 ------------ KROGER 2ND QTR OPER NET PER SHARE: 67 CENTS VS. 57 CENTS CINCINNATI, Ohio, July 18, 1995 --- The Kroger Co. said today that earnings before extraordinary charges in the 1995 second quarter rose to a record $82.5 million, or 67 cents per share on a fully diluted basis, compared to $70.0 million, or 57 cents per share, in the 1994 second quarter. Operating cash flow -- earnings before interest, taxes, depreciation and LIFO -- also set a record for the quarter, increasing 11.8 percent to $292.1 million from $261.2 million for the same period in the prior year. After the extraordinary charge from the early retirement of debt, net earnings in the second quarter totaled $77.0 million, or 63 cents per share fully diluted, compared to $67.3 million, or 55 cents per share fully diluted, in last year's second quarter. Total sales in the quarter increased 4.8 percent to a new high of $5.65 billion. Supermarket sales increased a robust 5.2 percent. Identical food store sales increased 1.5 percent in the second quarter and were strong across most divisions. In the 1995 first half, Kroger opened or expanded 30 stores, which is on target with the Company's strategy to expand retail square footage by 5 percent in 1995. In the second half, Kroger expects to complete 55 to 60 new store projects and expansions. Kroger's net interest expense in the second quarter was $74.6 million. Net long-term debt at the end of the second quarter was $3.65 billion, a decrease of $272.5 million from the previous year's second quarter. Net operating working capital declined $199.6 million to $53.7 million, its lowest level ever. Joseph A. Pichler, Chairman and Chief Executive Officer, said the second quarter performance reflected the favorable impact of the Company's strategy of emphasizing growth in existing assets, cost reductions through technology and logistics, and accelerated growth in square footage. "Kroger is sustaining its record-setting performance by controlling distribution and logistics costs through the implementation of new technologies, by strong sales in existing stores, and by achieving better than expected sales in newly opened stores," Pichler said. "We are very pleased by the sales and earnings performance of our new stores. They are exceeding projections," he added. In the first half, operating cash flow increased 10.1 percent to $548.9 million, and sales increased 3.7 percent to $11.1 billion. Identical food store sales through the first half were up 1.3 percent over the prior year's first half. Separately, Kroger said it negotiated a revision of its bank credit agreement with its senior lenders. The revision extends the maturity of the Company's $1.75 billion bank loan by one year to 2002 and reduces borrowing costs if certain financial ratios are achieved. The Kroger Co. Sales and Earnings 2nd Qtr 2nd Qtr Percent 1995 1994 Change 6/17/95 6/18/94 ------- ------- ------- Sales $5,652,889,819 $5,394,228,355 4.8 ============== ============== ====== EBITD $ 292,056,365 $ 261,170,719 11.8 Non-EBITD charges $ (3,461,538) $ (4,500,000) LIFO $ (3,500,000) $ (3,000,000) Interest $ (74,638,817) $ (75,008,364) Depreciation $ (73,405,372) $ (64,383,531) --------------- --------------- Pre-tax earnings before extraordinary loss $ 137,050,638 $ 114,278,824 Tax expense $ (54,586,317) $ (44,300,337) --------------- --------------- Earnings before extraordinary loss $ 82,464,321 $ 69,978,487 Extraordinary loss $ (5,451,458) $ (2,645,544) ---------------- --------------- Net earnings $ 77,012,863 $ 67,332,943 =============== =============== Primary earnings per common share: From operations $ 0.71 $ 0.62 From extraordinary loss $ (0.05) $ (0.02) --------------- --------------- Primary net earnings per common share $ 0.66 $ 0.60 =============== ================ Fully-diluted earnings per common share: From operations $ 0.67 $ 0.57 From extraordinary loss $ (0.04) $ (0.02) --------------- --------------- Fully-diluted net earnings per common share $ 0.63 $ 0.55 =============== ================ Number of shares used in primary per share calculation 115,390,904 112,966,394 Number of shares used in fully-diluted per share calculation 126,637,750 130,271,502 2 Qtrs 2 Qtrs Percent 1995 1994 Change 6/17/95 6/18/94 --------------- --------------- ------- Sales $11,117,844,200 $10,723,032,262 3.7 =============== =============== ======= EBITD $ 548,933,855 $ 498,718,562 10.1 Non-EBITD charges $ (6,923,076) $ (9,000,000) LIFO $ (7,000,000) $ (6,500,000) Interest $ (149,962,768) $ (151,039,852) Depreciation $ (142,246,336) $ (126,693,700) ---------------- ---------------- Pre-tax earnings before extraordinary loss $ 242,801,675 $ 205,485,010 Tax expense $ (95,860,947) $ (79,816,711) ---------------- ---------------- Earnings before extraordinary loss $ 146,940,728 $ 125,668,299 Extraordinary loss $ (10,787,240) $ (10,977,622) ---------------- --------------- Net earnings $ 136,153,488 $ 114,690,677 ================ =============== Primary earnings per common share: From operations $ 1.28 $ 1.12 From extraordinary loss $ (0.09) $ (0.10) --------------- --------------- Primary net earnings per common share $ 1.19 $ 1.02 =============== =============== Fully-diluted earnings per common share: From operations $ 1.19 $ 1.02 From extraordinary loss $ (0.09) $ (0.08) --------------- --------------- Fully-diluted net earnings per common share: $ 1.10 $ 0.94 =============== ================ Number of shares used in primary per share calculations 115,191,270 112,444,812 Number of shares used in fully-diluted per share calculation 126,458,520 129,962,861 - ----------------- EBITD represents pre-tax earnings before interest, depreciation and LIFO as defined in the Company's Bank Credit Agreement. Represents the additional quarterly charge from the adoption of FASB 106. Represents the after-tax loss from the early retirement of debt. -----END PRIVACY-ENHANCED MESSAGE-----