Kroger Mergers and Acquisitions Presentation Deck slide image

Kroger Mergers and Acquisitions Presentation Deck

Pro Forma Adjusted EBITDA Reconciliations (1) Kroger $137,888 Kroger Albertsons $71,887 Albertsons $1,620 Albertsons $4,398 $1,655 ($ mm) FY 2021 Sales ($ mm) FY 2021 Net Income ($ mm) FY 2021 Adjusted EBITDA Kroger ($ mm) Net earnings attributable to The Kroger Co. LIFO charge (credit) Depreciation and amortization Interest expense Income tax expense Kroger $7,185 Adjustment for pension plan withdrawal liabilities Adjustment for company-sponsored pension plan settlement charges Adjustment for loss (gain) on investments Adjustment for Home Chef contingent consideration Adjustment for transformation costs (2) Other Adjusted EBITDA Kroger Albertsons Companies Pro Forma $209,775 Pro Forma $3,275 Pro Forma $11,583 C FY 2021 $1,655 197 2,824 571 385 449 87 821 66 136 (6) $7,185 Albertsons ($ mm) Net Income (Gain) loss on interest rate and commodity hedges, net Facility closures and transformation (3) Acquisition and integration costs Equity-based compensation expense (4) Gain on property dispositions and impairment losses, net LIFO expense Government-mandated incremental COVID-19 pandemic related pay(5) Amortization of debt discount and deferred financing costs Loss on debt extinguishment Amortization of intangible assets resulting from acquisitions Combined Plan and UFCW National Fund withdrawal (6) Miscellaneous adjustments (7) Tax impact of adjustments to Adjusted net income Adjusted Net Income Tax impact of adjustments to Adjusted net income Income tax expense Amortization of debt discount and deferred financing costs Interest expense, net Amortization of intangible assets resulting from acquisitions Depreciation and amortization Adjusted EBITDA (1) Pro forma results presented in this presentation represent the combined Kroger and Albertsons FY 2021 results and are not intended to represent pro forma financials under Section 11 of Regulation S-X under the Securities Exchange Act of 1934, as amended. Transformation costs primarily include costs related to store and business closure costs and third party professional consulting fees associated with business transformation and cost saving initiatives. (2) (3) Includes costs related to closures of operating facilities and third-party consulting fees related to strategic priorities and associated business transformation. (4) Related to conversion activities and related costs associated with integrating acquired businesses. Also includes expenses related to management fees paid in prior fiscal years in connection with acquisition and financing activities. Represents incremental pay that is legislatively required in certain municipalities in which Albertsons operates. (5) (6) Related to the Combined Plan during the fourth quarter of fiscal 2021. FY 2021 $1,620 (23) 57 9 101 (15) 115 58 23 4 49 (106) (63) (46) $1,781 46 480 (23) 482 (49) 1,681 $4,398 26 Miscellaneous adjustments include non-cash lease-related adjustments, lease and lease-related costs for surplus and closed stores, net realized and unrealized gain on non-operating investments, certain legal and regulatory accruals and settlements, net and other (primarily includes adjustments for pension settlement gain, unconsolidated equity investments and certain contract terminations).
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