Kroger 2012 Annual Report Download - page 62

A-4
IS S U E R P U R C H A S E S O F E Q U I T Y S E C U R I T I E S
Period (1)
Total Number
of Shares
Purchased
Average
Price Paid
Per Share
Total Number of
Shares
Purchased as
Part of Publicly
Announced
Plans or
Programs (2)
Maximum Dollar
Value of Shares
that May Yet Be
Purchased Under
the Plans or
Programs (3)
(in millions)
First period - four weeks . . . . . . . . . . . . . . . . . . .
November 4, 2012 to December 1, 2012 . . . . . . 950,000 $24.80 950,000 $483
Second period - four weeks . . . . . . . . . . . . . . . .
December 2, 2012 to December 29, 2012 . . . . . 608,832 $26.43 608,832 $475
Third period – five weeks . . . . . . . . . . . . . . . . . .
December 30, 2012 to February 2, 2013 . . . . . . 690,343 $25.95 690,343 $466
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,249,175 $25.59 2,249,175 $466
(1) The fourth quarter of 2012 contained two 28-day periods and one 35-day period.
(2) Shares were repurchased under (i) a $500 million share repurchase program, authorized by the Board
of Directors and announced on October 16, 2012 and (ii) a program announced on December 6, 1999 to
repurchase common shares to reduce dilution resulting from our employee stock option and long-term
incentive plans, which program is limited to proceeds received from exercises of stock options and
the tax benefits associated therewith. The programs have no expiration date but may be terminated by
the Board of Directors at any time. Total shares purchased include shares that were surrendered to the
Company by participants under the Company’s long-term incentive plans to pay for taxes on restricted
stock awards.
(3) The amounts shown in this column reflect amounts remaining under the $500 million share repurchase
program referenced in clause (i) of Note 2 above. Amounts to be invested under the program utilizing
option exercise proceeds are dependent upon option exercise activity.
BU S I N E S S
The Kroger Co. (the “Company”) was founded in 1883 and incorporated in 1902. As of February 2, 2013,
the Company was one of the largest retailers in the world based on annual sales. The Company also
manufactures and processes some of the food for sale in its supermarkets. The Company’s principal executive
offices are located at 1014 Vine Street, Cincinnati, Ohio 45202, and its telephone number is [phone].
The Company maintains a web site (www.thekrogerco.com) that includes additional information about the
Company. The Company makes available through its web site, free of charge, its annual reports on Form 10-K,
its quarterly reports on Form 10-Q, its current reports on Form 8-K and its interactive data files, including
amendments. These forms are available as soon as reasonably practicable after the Company has filed them
with, or furnished them electronically to, the SEC.
The Company’s revenues are earned and cash is generated as consumer products are sold to customers in
its stores. The Company earns income predominantly by selling products at price levels that produce revenues
in excess of its costs to make these products available to its customers. Such costs include procurement and
distribution costs, facility occupancy and operational costs, and overhead expenses. The Company’s fiscal
year ends on the Saturday closest to January 31.
EM P L O Y E E S
As of February 2, 2013, the Company employed approximately 343,000 full- and part-time employees.
A majority of the Company’s employees are covered by collective bargaining agreements negotiated with
local unions affiliated with one of several different international unions. There are approximately 300 such
agreements, usually with terms of three to five years.