Kroger 2013 Annual Report Download - page 77

Download and view the complete annual report

Please find page 77 of the 2013 Kroger annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 152

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152

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 10, 2013 to December 7, 2013 . . . . 1,525,832 $41.99 1,525,832 $281
Second period - four weeks
December 8, 2013 to January 4, 2014 . . . . . . . 1,776,028 $40.04 1,776,028 $214
Third period – four weeks
January 5, 2014 to February 1, 2014 . . . . . . . . 2,407,317 $37.91 2,407,317 $129
Total. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,709,177 $39.66 5,709,177 $129
(1) The reported periods conform to the Company’s fiscal calendar composed of thirteen 28-day periods.
The fourth quarter of 2013 contained three 28-day periods.
(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. On March 13, 2014, the Company announced a new $1 billion share repurchase program
that was authorized by the Board of Directors, replacing the program identified in clause (i) above.
(3) The amounts shown in this column reflect amounts remaining, as of February 1, 2014, 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 1,
2014, 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 (513) 762-4000.
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. All references to 2013, 2012 and 2011 are to the fiscal years ended
February 1, 2014, February 2, 2013 and January 28, 2012, respectively, unless specifically indicated otherwise.
EM P L O Y E E S
As of February 1, 2014, the Company employed approximately 375,000 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.