EFTA01382391Set 10
1997-09-101p527w
Albertson's Holdings ceases to own 100% of the capital stock of Safeway.
Covenants. The ABS/Safeway Indenture contains various affirmative and negative covenants (subject to customary exceptions),
including ... consolidations and (vii) engage in certain
transactions with affiliates.
Events of Default. The ABS/Safeway Indenture contains events of default (subject to customary exceptions, thresholds and
grace periods), including, without limitation ... related events; (vi) impairment of
security interests in collateral and (vii) invalidity of guarantees.
Safeway Indenture
Safeway is party to an indenture, dated September 10, 1997 (the "Safeway Indenture"), with
https://www.justice.gov/epstein/files/DataSet%2010/EFTA01382391.pdf
EFTA01382557Set 10
2015-09-211p500w
Acquisition, LLC, KRS ABS, LLC and Albertsons Management Holdco, LLC
4.2' Indenture, dated September 10, 1997, between Safeway Inc., and the Bank of New York, as trustee
4.3' Forms ... Debentures due 2031, including the
form of Notes
4.9' Supplemental Indenture dated as of October 6, 2014, between Safeway Inc. and The Bank of New York Mellon
Trust Company, National ... Safeway Inc.'s 3.40% Notes due 2016
4.10' Supplemental Indenture dated as of October 8, 2014, between Safeway Inc. and The Bank of New York Mellon
Trust Company, National Association
https://www.justice.gov/epstein/files/DataSet%2010/EFTA01382557.pdf
EFTA01382561Set 10
2015-09-211p489w
Acquisition, LLC, KRS ABS, LLC and Albertsons Management Holdco, LLC
4.2' Indenture, dated September 10, 1997, between Safeway Inc., and the Bank of New York, as trustee
4.3' Forms ... Debentures due 2031, including the
form of Notes
4.9' Supplemental Indenture dated as of October 6, 2014, between Safeway Inc. and The Bank of New York Mellon
Trust Company. National ... Safeway Inc.'s 3.40% Notes due 2016
4.10' Supplemental Indenture dated as of October 8, 2014. between Safeway Inc. and The Bank of New York Mellon
Trust Company, National Association
https://www.justice.gov/epstein/files/DataSet%2010/EFTA01382561.pdf
funds necessary to finance the change of control offer required by the indentures
governing the 2016 Safeway Notes, 2017 Safeway Notes, 2019 Safeway Notes, 2020 Safeway Notes, the ABS/Safeway Notes ... failure to
purchase the tendered notes would constitute an event of default under the indentures governing the CoC Notes which, in turn, would
constitute a default under our Senior Secured
https://www.justice.gov/epstein/files/DataSet%2010/EFTA01382281.pdf
EFTA01382386Set 10
2014-08-251p642w
material provisions of the instruments and agreements evidencing the material indebtedness of
Albertsons, Safeway, NAI Holdings and certain of their subsidiaries. It does not include all of the provisions ... Agreement and a co-obligor
under the ABS/Safeway Indenture, each as defined below.
Albertsons/Sateway Term Loan Agreement
Albertsons and Safeway entered into a second amended and restated term loan agreement
https://www.justice.gov/epstein/files/DataSet%2010/EFTA01382386.pdf
EFTA01382486Set 10
2015-01-031p597w
unsecured debt in 2014 or 2013.
Redemption of Notes
Fiscal 2014 In August 2014, Safeway paid $802.7 million to redeem $320.0 million of the 3.40% Senior Notes ... account with the Trustee under
the indenture governing the CAD300.0 million (USD287.9 million), 3.00% Second Series Notes due March 31, 2014. Safeway met the
conditions for satisfaction and discharge
https://www.justice.gov/epstein/files/DataSet%2010/EFTA01382486.pdf