Amendment No. 3 to Form S-1
Table of Contents
The following is a reconciliation of Cash Flow from Operating Activities to Free Cash Flow (in millions):
First Quarter Ended
June 20, June 12, Fiscal Fiscal Fiscal
2016 2014 2014 2013 2012
Cash flow provided by (used in) operating activities $ 196.1 $ 146.4 $ (165.1) $ 49.5 $ 32.5
Income tax (benefit) expense (29.0) (14.0) (153.4) (572.6) 1.7
Deferred income taxes 54.3 17.3 170.1 657.6 -
Interest expense—continued operations 283.8 140.0 633.2 390.1 7.2
Interest expense—discontinued operations - - - 3.9 0.8
Changes in operating assets and liabilities 163.4 (15.8) 39.3 (202.1) 21.1
Amortization and write-off of deferred financing costs (14.9) (27.4) (65.3) (25.1) (1.2)
Loss on debt extinguishment - - - (49.1) -
Store transition and related costs - - - 166.5 -
Acquisition and integration costs 73.3 20.8 352.0 173.5 7.1
Termination of long-term incentive plan - - 78.0 - -
Pension contribution in connection with Safeway acquisition - - 260.0 - -
Other adjustments 0.8 (13.8) (50.1) (6.3) (4.2)
Adjusted EBITDA 727.8 253.5 1,098.7 585.9 65.0
Less: capital expenditures (214.7) (97.1) (328.2) (128.2) (28.7)
Free cash flow $ 513.1 $ 156.4 $ 770.5 $ 457.7 $ 36.3
Liquidity and Financial Resources
Net Cash Provided By Operating Activities
Net cash provided by operating activities was $196.1 million for the first quarter of fiscal 2015 compared to $146.4 million for the
first quarter of fiscal 2014. The change in cash flow from operations for the first quarter of fiscal 2015 compared to the first quarter of
fiscal 2014 was primarily due to improved net earnings after adjusting for non-cash charges and favorable changes in operating assets
and liabilities, partially offset by increases in working capital.
Our net cash flow used in operating activities was $165.1 million in fiscal 2014 compared to net cash provided by operating
activities of $49.5 million in fiscal 2013 and $32.5 million in fiscal 2012.
Net cash flow used in operating activities increased by $214.6 million in fiscal 2014 compared to fiscal 2013. The increase was due
to (i) our higher cash contributions to our pension and post-retirement benefits plans in fiscal 2014, primarily as a result of a $260.0
million contribution to the Safeway Inc. ERP under a settlement with the PBGC related to the Safeway acquisition, (ii) an increase in
interest payments of $298.4 million due to the increased borrowings for acquisitions and (iii) an increase in payments for acquisition and
integration costs related to the Safeway acquisition, offset by cash inflows related to improved operations and the additional Safeway
operations. As a result of the $260.0 million cash contribution to the ERP, we do not expect to make additional contributions to the ERP
until 2018.
Net cash flow provided by operating activities increased $17.0 million in fiscal 2013 compared to fiscal 2012 primarily due to cash
inflows related to the expansion of our operations from the NAI and United acquisitions, partially offset by an increase in interest
payments of $278.0 million and increases in acquisition and integration costs.
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