We advised the arrangers and the agent on the financing

Davis Polk advised the joint lead arrangers, joint bookrunners and the administrative agent in connection with a $4.75 billion senior unsecured term loan credit facility provided to the Kroger Co. in connection with its proposed acquisition of Albertsons Companies, Inc.

Headquartered in Cincinnati, Ohio, Kroger is one of the largest retailers in the United States based on annual sales. As of November 30, 2020, Kroger employs nearly half a million associates who serve over nine million customers daily. Kroger operates 2,750 grocery retail stores under a variety of banner names, 170 fine jewelry stores under names like Fred Meyer Jewelers and Littman Jewelers, 35 food production or manufacturing facilities, 1,585 supermarket fuel centers and 2,256 pharmacies, located in its combination food and drug stores.

Albertsons Companies is a leading food and drug retailer in the United States. As of June 18, 2022, Albertsons Companies operated 2,273 retail food and drug stores with 1,720 pharmacies, 402 associated fuel centers, 22 dedicated distribution centers and 19 manufacturing facilities. Albertsons Companies operates stores across 34 states and the District of Columbia with 24 banners including Albertsons Safeway, Vons, Jewel-Osco, Shaw’s, Acme, Tom Thumb, Randalls, United Supermarkets, Pavilions, Star Market, Haggen, Carrs, Kings Food Markets and Balducci’s Food Lovers Market.

The Davis Polk finance team included partner Jason Kyrwood, counsel Darren Mahone and associate Daiana Kostova. Partner Corey M. Goodman and associate Constance Zhang provided tax advice. Counsel Will Schisa and associates Kendall Howell and Charles Marshall Wilson provided sanctions advice. Counsel Charles Shi is provided executive compensation advice. Counsel Michael Comstock provided environmental advice. Members of the Davis Polk team are based in the New York and Washington DC offices.