Reiterates Commitment to Investing in America to Lower Grocery Prices, Raise Associate Wages, and Support Local Communities Highlights Resilience of Value Creation Model and Strong Momentum to Drive Long-term, Sustainable Growth Board of Directors Authorizes $7.5B Share Repurchase Program including $5B Accelerated Share Repurchase CINCINNATI , Dec. 11, 2024 /PRNewswire/ -- The Kroger Co. (NYSE: KR) today terminated its merger agreement with Albertsons after the U.S. District Court for the District of Oregon granted the Federal Trade Commission's request for a preliminary injunction to block the proposed merger. After reviewing options, the company determined it is no longer in its best interests to pursue the merger. "Kroger is moving forward from a position of strength. Our go-to-market strategy provides exceptional value and unique omnichannel experiences to our customers which powers our value creation model. We look forward to accelerating our flywheel to grow our alternative profit businesses and generate increased cash flows. The strength of our balance sheet and sustainability of our model allows us to pursue a variety of growth opportunities, including further investment in our store network through new stores and remodels, which will be an important part of our 8 – 11% TSR model over time," said Rodney McMullen , Kroger's Chairman and CEO. America's Grocer is Committed to Lowering Grocery Prices & Investing in Associates "Kroger has an extraordinary track record of investing in America," said McMullen. "We are at our best when we serve others – our customers, associates, and communities – and we take seriously our responsibility to provide great value by consistently lowering prices and offering more choices. When we do this, more customers shop with us and buy more groceries, which allows us to reinvest in even lower prices, a better shopping experience and higher wages. We know this model works because we've been doing it successfully for many years, and this is exactly what we will continue to do." Kroger's ongoing investments in America include: "I appreciate our associates who remained focused on taking care of our customers, communities and each other throughout the merger process," added McMullen. Share Repurchase Program Including Accelerated Share Repurchases Now that Kroger has terminated the merger agreement, the company is ready to deploy its capacity. With its strengthened balance sheet, Kroger will resume share repurchases after a more than two-year pause. Since announcing the merger, Kroger used its strong free cash flow and debt financing to build meaningful balance sheet capacity while maintaining its investment-grade rating. Kroger's Board of Directors approved a new share repurchase program authorizing the repurchase of up to $7.5 billion of common stock. The new repurchase authorization replaces Kroger's existing $1 billion authorization which was approved in September 2022 . Kroger intends to enter an accelerated share repurchase ("ASR") agreement for the repurchase of approximately $5 billion of common stock. "Our strong balance sheet and free cash flows position us to deliver on our commitment to grow the business and return capital to shareholders, maintaining capacity to invest in lower prices and higher associate wages," McMullen said. Kroger expects to continue to generate strong free cash flow and remains committed to its capital allocation priorities including maintaining its current investment grade debt rating, investing in the business to drive long-term sustainable net earnings growth, and returning excess free cash flow to shareholders via share repurchases and a growing dividend over time, subject to board approval. Looking forward, Kroger plans to host an Investor Day event in late spring of 2025 to share an update on its strategic priorities, future growth prospects and long-term financial outlook. Merger Debt Redemption In connection with the termination of the merger agreement, Kroger will begin the process of redeeming the $4.7 billion of its senior notes issued on August 27, 2024 , that include a special mandatory redemption provision in accordance with their terms. The notes will be redeemed at a redemption price equal to 101% of their principal amount, plus accrued and unpaid interest to, but excluding, the special mandatory redemption date. Termination of Exchange Offers In connection with the termination of the merger agreement, Kroger has also elected to terminate its previously announced offers to exchange (collectively, the "Exchange Offers") any and all outstanding notes (the "ACI Notes") issued by Albertsons Companies, Inc., New Albertsons, L.P., Safeway Inc., Albertson's LLC, Albertsons Safeway LLC and American Stores Company, LLC (collectively, the "ACI Issuing Entities"), for up to $7,441,608,000 aggregate principal amount of new notes to be issued by Kroger and cash. Kroger has also elected to terminate the related solicitation of consents (the "Consent Solicitation" and, together with the Exchange Offer, the "Exchange Offer and Consent Solicitation") on behalf of the ACI Issuing Entities to adopt certain proposed amendments to the indentures governing the ACI Notes (the "ACI Indentures"). As a result of the Exchange Offer being terminated, the total consideration, including any consent fee, will not be paid or become payable to holders of the ACI Notes who have validly tendered and not validly withdrawn their ACI Notes for exchange in the Exchange Offer, and the ACI Notes validly tendered and not validly withdrawn for exchange pursuant to the Exchange Offer will be promptly returned to the tendering holders. As a result of the Consent Solicitation being terminated, the proposed amendments to the ACI Indentures and the supplemental indentures previously entered into reflecting such proposed amendments will not become operative. About the Exchange Offers Global Bondholder Services Corporation served as exchange agent and information agent for the now terminated Exchange Offer and Consent Solicitation. You should direct questions and requests for assistance to Global Bondholder Services Corporation at (855) 654-2015 (toll-free) or (212) 430-3774 (banks and brokers), or by email at contact@gbsc-usa.com . About Kroger At The Kroger Co. (NYSE: KR), we are dedicated to our Purpose: to Feed the Human SpiritTM. We are, across our family of companies nearly 414,000 associates who serve over eleven million customers daily through a seamless digital shopping experience and retail food stores under a variety of banner names , serving America through food inspiration and uplift, and creating #ZeroHungerZeroWaste communities. To learn more about us, visit our newsroom and investor relations site. Forward Looking Statements This press release contains certain statements that constitute "forward-looking statements" about Kroger's financial position and the future performance of the company. These statements are based on management's assumptions and beliefs in light of the information currently available to it. Such statements are indicated by words or phrases such as "achieve," "committed," "confidence," "continue," "deliver," "expect," "future," "guidance," "model," "outlook," "strategy," "target," "trends," "well-positioned," and variations of such words and similar phrases. Various uncertainties and other factors could cause actual results to differ materially from those contained in the forward-looking statements. These include the specific risk factors identified in "Risk Factors" in our annual report on Form 10-K for our last fiscal year and any subsequent filings, as well as the following: Kroger's ability to achieve sales, earnings, incremental FIFO operating profit, and adjusted free cash flow goals may be affected by: the termination of the merger agreement and our proposed transaction with Albertsons and related divestiture plan; labor negotiations; potential work stoppages; changes in the unemployment rate; pressures in the labor market; changes in government-funded benefit programs; changes in the types and numbers of businesses that compete with Kroger; pricing and promotional activities of existing and new competitors, and the aggressiveness of that competition; Kroger's response to these actions; the state of the economy, including interest rates, the inflationary, disinflationary and/or deflationary trends and such trends in certain commodities, products and/or operating costs; the geopolitical environment including wars and conflicts; unstable political situations and social unrest; changes in tariffs; the effect that fuel costs have on consumer spending; volatility of fuel margins; manufacturing commodity costs; supply constraints; diesel fuel costs related to Kroger's logistics operations; trends in consumer spending; the extent to which Kroger's customers exercise caution in their purchasing in response to economic conditions; the uncertainty of economic growth or recession; stock repurchases; changes in the regulatory environment in which Kroger operates, along with changes in federal policy and at regulatory agencies; Kroger's ability to retain pharmacy sales from third party payors; consolidation in the healthcare industry, including pharmacy benefit managers; Kroger's ability to negotiate modifications to multi-employer pension plans; natural disasters or adverse weather conditions; the effect of public health crises or other significant catastrophic events; the potential costs and risks associated with potential cyber-attacks or data security breaches; the success of Kroger's future growth plans; the ability to execute our growth strategy and value creation model, including continued cost savings, growth of our alternative profit businesses, and our ability to better serve our customers and to generate customer loyalty and sustainable growth through our strategic pillars of fresh, our brands, personalization, and seamless; the successful integration of merged companies and new strategic collaborations; and the risks relating to or arising from our proposed nationwide opioid litigation settlement, including our ability to finalize and effectuate the settlement, the scope and coverage of the ultimate settlement and the expected financial or other impacts that could result from the settlement. Our ability to achieve these goals may also be affected by our ability to manage the factors identified above. Our ability to execute our financial strategy may be affected by our ability to generate cash flow. Kroger assumes no obligation to update the information contained herein unless required by applicable law. Please refer to Kroger's reports and filings with the Securities and Exchange Commission for a further discussion of these risks and uncertainties. View original content to download multimedia: https://www.prnewswire.com/news-releases/kroger-reiterates-its-commitment-to-lower-prices-and-initiates-new-7-5b-share-buyback-program-302329493.html SOURCE The Kroger Co.mega super ace 。

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WASHINGTON (AP) — Micah Peavy's 24 points helped Georgetown defeat Albany (NY) 100-68 on Saturday night. Peavy added eight assists, four steals, and three blocks for the Hoyas (6-1). Malik Mack scored 16 points while shooting 6 for 8, including 3 for 4 from beyond the arc. Thomas Sorber had 14 points and finished 6 of 9 from the field. Amar'e Marshall led the Great Danes (5-3) in scoring, finishing with 17 points and four steals. Kheni Briggs added 17 points. Justin Neely finished with 12 points. Georgetown took the lead with 9:05 left in the first half and did not relinquish it. The score was 49-35 at halftime, with Peavy racking up 17 points. The Associated Press created this story using technology provided by Data Skrive and data from Sportradar .Even in death, has his daughter’s vote for president. In a podcast interview released Thursday, revealed she as a write-in for president on her 2024 ballot. The Republican political commentator and daughter of the late — who after a battle with brain cancer — waxed poetic about politics on the latest episode of “I wrote in my dad,” she told Couric. “People are mad at me. People are so mad at me, Katie. I mean, mad that I didn’t vote either way.” McCain went on to explain the reasoning behind her decision, saying she could “never” vote for Donald Trump but couldn’t support Kamala Harris either. “I don’t want anything on my conscience with any of it,” she said. “I can never vote for Trump. I can’t do it. I could never explain it to my children.” When probed further on why she didn’t vote for , McCain told Couric she “really wanted” the VP to “give me a reason to vote for her and I just felt like it never happened.” But perhaps even more than Harris, McCain said her inability to vote for the Democratic ticket was largely due to Harris’ running mate, Minnesota Governor Tim Walz. “Look, I’m a pro-life, pretty hardcore conservative woman and was way too extreme for me,” McCain said. “He actually scared me a lot more than she did. He’s very radical on abortion and his record during the 2020 George Floyd protests in Minneapolis...I felt like he was cosplaying as a Republican to try to get my vote.” Related Articles John McCain, who served as a U.S. representative and senator from Arizona for over 30 years, also ran an unsuccessful bid for president in 2008. He reduced his role in the Senate after being , ultimately dying from the disease a year later. His death still . “My dad dying gutted me,” Meghan McCain said. “I always feel like there’s life before my dad died and after my dad died. I didn’t become a different person, but it just hardens you and ages you when you lose anyone to brain cancer. You just become a different version of yourself.” But the 40-year-old mother of two said she’s relieved her father is not here to bear witness to the polarizing political climate. “There’s a part of me that’s happy he’s not alive to see all this, because it would have broken his heart so badly to see the divisions in the country the way they are.”

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DENVER — So you're the most valuable player of that annual Thanksgiving Day backyard flag football game. Or played tackle football on any level. Or ran track. Or dabbled in basketball. Or toyed with any sport, really. Well, this may be just for you: USA Football is holding talent identification camps all over the country to find that next flag football star. It's "America's Got Talent" meets "American Idol," with the stage being the field and the grand prize a chance to compete for a spot on a national team. Because it's never too early to start planning for the 2028 Olympics in Los Angeles, where flag football will make its Summer Games debut. Know this, though — it's not an easy team to make. The men's and women's national team rosters are at "Dream Team" status given the men's side has captured six of the last seven world championships and the women three in a row. To remain on top, the sport's national governing body is scouring every football field, park, track, basketball court and gym to find hidden talent to cultivate. USA Football has organized camps and tryouts from coast to coast for anyone ages 11 to 23. There are more than a dozen sites set up so far, ranging from Dallas (Sunday) to Chicago (Dec. 14) to Tampa (March 29) to Los Angeles (TBD) and the Boston area (April 27), where it will be held at Gillette Stadium, home of the New England Patriots. The organization has already partnered with the NFL on flag football initiatives and programs. The numbers have been through the roof, with engagement on social media platforms increasing by 86% since flag football was announced as an Olympic invitational sport in October 2023. The participation of boys and girls ages 6 to 17 in flag football last year peaked at more than 1.6 million, according to USA Football research. "We pride ourselves on elevating the gold standard across the sport," said Eric Mayes, the managing director of the high performance and national teams for USA Football. "We want to be the best in the world — and stay the best in the world." Flag football was one of five new sports added to the LA28 program. The already soaring profile of American football only figures to be enhanced by an Olympic appearance. Imagine, say, a few familiar faces take the field, too. Perhaps even NFL stars such as Tyreek Hill or Patrick Mahomes, maybe even past pro football greats donning a flag belt for a country to which they may have ties. Soon after flag football's inclusion, there was chatter of NFL players possibly joining in on the fun. Of course, there are logistical issues to tackle before their inclusion at the LA Olympics, which open July 14, 2028. Among them, training camp, because the Olympics will be right in the middle of it. The big question is this: Will owners permit high-priced players to duck out for a gold-medal pursuit? No decisions have yet been made on the status of NFL players for the Olympics. For now, it's simply about growing the game. There are currently 13 states that sanction girls flag football as a high school varsity sport. Just recently, the Pittsburgh Steelers and Philadelphia Eagles helped pave the way to get it adopted in Pennsylvania. Around the world, it's catching on, too. The women's team from Japan took third at the recent word championships, while one of the best players on the planet is Mexico quarterback Diana Flores. "Could flag football globally become the new soccer? That's something to aspire to," said Stephanie Kwok, the NFL's vice president of flag football. This type of flag football though, isn't your Thanksgiving Day game with family and friends. There's a learning curve. And given the small roster sizes, versatility is essential. Most national team members need to be a version of Colorado's two-way standout and Heisman hopeful Travis Hunter. Forget bump-and-run coverage, too, because there's no contact. None. That took some adjusting for Mike Daniels, a defensive back out of West Virginia who earned a rookie minicamp invitation with the Cleveland Browns in 2017. "If a receiver is running around, I'm thinking, 'OK, I can kind of bump him here and there and nudge him,'" Daniels explained. "They're like, 'No, you can't.' I'm just like, 'So I'm supposed to let this guy just run?!' I really rebelled at the idea at first. But you learn." The competition for an Olympic roster spot is going to be fierce because only 10 players are expected to make a squad. The best 10 will earn it, too, as credentials such as college All-American or NFL All-Pro take a backseat. "I would actually love" seeing NFL players try out, said Daniels, who's also a personal trainer in Miami. "I'm not going to let you just waltz in here, thinking, 'I played NFL football for five years. I'm popular. I have a huge name.' I'm still better than you and I'm going to prove it — until you prove otherwise." Around the house, Bruce Mapp constantly swivels his hips when turning a hallway corner or if his daughter tries to reach for a hug. It's his way of working on avoiding a "defender" trying to snare the flag. That approach has earned the receiver out of Coastal Carolina four gold medals with USA Football. The 31-year-old fully plans on going for more gold in Los Angeles. "You grow up watching Usain Bolt (win gold) and the 'Redeem Team' led by Kobe Bryant win a gold medal, you're always thinking, 'That's insane.' Obviously, you couldn't do it in your sport, because I played football," said Mapp, who owns a food truck in the Dallas area. "With the Olympics approaching, that (gold medal) is what my mind is set on." It's a common thought, which is why everything — including talent camps — starts now. "Everybody thinks, 'Yeah, the U.S. just wins,'" Daniels said. "But we work hard all the time. We don't just walk in. We don't just get off the bus thinking, 'We're going to beat people.'" Get local news delivered to your inbox!

Flag football uses talent camps to uncover new starsElon Musk reveals support for drugs like Ozempic — in direct contrast to Trump’s HHS pick RFK Jr.WASHINGTON (AP) — Micah Peavy's 24 points helped Georgetown defeat Albany (NY) 100-68 on Saturday night. Peavy added eight assists, four steals, and three blocks for the Hoyas (6-1). Malik Mack scored 16 points while shooting 6 for 8, including 3 for 4 from beyond the arc. Thomas Sorber had 14 points and finished 6 of 9 from the field. Amar'e Marshall led the Great Danes (5-3) in scoring, finishing with 17 points and four steals. Kheni Briggs added 17 points. Justin Neely finished with 12 points. Georgetown took the lead with 9:05 left in the first half and did not relinquish it. The score was 49-35 at halftime, with Peavy racking up 17 points. The Associated Press created this story using technology provided by Data Skrive and data from Sportradar .Syra Health to Present at NobleCon20