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Kroger Recommends Shareholders Reject “Mini-Tender” Offer by TRC Capital Corporation

The Kroger Co. received notice of an unsolicited “mini-tender” offer by TRC Capital Corporation (TRC Capital) to purchase up to 4 million Kroger common shares at a price of $28.70 per share in cash. The offering price is 4.24 percent below the closing price per share of Kroger’s common shares on April 13, 2017, the last trading day before the offer was commenced. The offer is for approximately 0.44 percent of the common shares outstanding.

Kroger does not endorse TRC Capital’s unsolicited mini-tender offer and recommends that shareholders do not tender their shares because the offer is at a price below the current market price for Kroger’s shares and subject to numerous conditions. Kroger is not associated with TRC Capital, its mini-tender offer or the mini-tender offer documentation.

Mini-tender offers seek to acquire less than 5 percent of a company’s shares outstanding. Consequently, they can avoid many disclosure and procedural requirements of U.S. Securities and Exchange Commission (SEC) rules that apply to offers for more than 5 percent of a company’s shares outstanding.

Albertsons Companies Promotes Denningham to President & COO

Albertsons Companies has appointed Wayne Denningham, EVP & Chief Operating Officer, to the new role of President and Chief Operating Officer for Albertsons Companies. Bob Miller remains Chairman and CEO, a role he has held since April 2015.

Denningham will continue to lead store operations with added oversight of Marketing & Merchandising, Supply Chain, Manufacturing, and Integration, all of which will continue under their current leadership.

Albertsons Companies Promotes Jewel-Osco President Mike Withers to EVP, Retail Operations

Albertsons Companies has named current Jewel-Osco Division President Mike Withers as Executive Vice President, Retail Operations for Albertsons Companies. Withers will lead the company’s East Region operations, while current EVP, Retail Operations Susan Morris will lead the West Region. Jim Perkins, EVP, Retail Operations Special Projects, is focused on targeted initiatives to accelerate growth. All three executives will continue to report to Wayne Denningham, President and COO.

“Mike is an exceptional leader who understands our business and market areas from coast to coast,” Denningham said. “Throughout his career, Mike has worked closely with many members of our current leadership team, and his management experience and operations expertise will help all of our divisions run really great stores.”

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