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LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS
12 Months Ended
Feb. 22, 2025
Debt Disclosure [Abstract]  
LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS LONG-TERM DEBT AND FINANCE LEASE OBLIGATIONS
The Company's long-term debt and finance lease obligations as of February 22, 2025 and February 24, 2024, net of unamortized debt discounts of $28.6 million and $33.3 million, respectively, and deferred financing costs of $31.6 million and $42.7 million, respectively, consisted of the following (in millions):
February 22,
2025
February 24,
2024
Senior Unsecured Notes due 2026 to 2030, interest rate range of 3.25% to 7.50%
$6,517.0 $6,506.4 
New Albertsons L.P. Notes due 2026 to 2031, interest rate range of 6.52% to 8.70%
484.6 480.1 
Safeway Inc. Notes due 2027 to 2031, interest rate range of 7.25% to 7.45%
375.9 375.4 
ABL Facility— 200.0 
Other financing obligations14.7 46.3 
Finance lease obligations (see Note 7)
427.9 460.4 
Total debt7,820.1 8,068.6 
Less current maturities(57.6)(285.2)
Long-term portion$7,762.5 $7,783.4 

As of February 22, 2025, the future maturities of long-term debt, excluding finance lease obligations, debt discounts and deferred financing costs, consisted of the following (in millions):
2025$0.6 
20262,760.1 
20271,656.6 
202844.0 
20292,477.9 
Thereafter513.2 
Total$7,452.4 

The Company's amended and restated senior secured asset-based loan facility (as amended, the "ABL Facility") and certain of the outstanding notes and debentures have restrictive covenants, subject to the right to cure in certain circumstances, calling for the acceleration of payments due in the event of a breach of a covenant or a default in the payment of a specified amount of indebtedness due under certain debt arrangements. There are no restrictions on the Company's ability to receive distributions from its subsidiaries to fund interest and principal payments due under the ABL Facility and the Company's senior unsecured notes (the "Senior Unsecured Notes"). Each of the ABL Facility and the Senior Unsecured Notes restrict the ability of the Company to pay dividends and distribute property to the Company's stockholders. As a result, all of the Company's consolidated net assets are effectively restricted with respect to their ability to be transferred to the Company's stockholders. Notwithstanding the foregoing, the ABL Facility and the Senior Unsecured Notes each contain customary exceptions for certain dividends and distributions, if certain conditions are satisfied under the documentation governing the ABL Facility and the Senior Unsecured Notes. The Company was in compliance with all such covenants and provisions as of and for the fiscal year ended February 22, 2025.
ABL Facility

The Company's ABL Facility provides for a $4,000.0 million senior secured revolving credit facility, maturing on December 20, 2026. The ABL Facility has an interest rate of Term SOFR plus a margin ranging from 1.25% to
1.50% and also provides for a letters of credit ("LOC") sub-facility of $1,500.0 million. The unused commitment fee is 0.25% per annum.

As of February 22, 2025, there were no amounts outstanding under the ABL Facility as the Company repaid $250.0 million and borrowed $50.0 million during fiscal 2024, and LOC issued under the LOC sub-facility were $27.4 million. As of February 24, 2024, there was $200.0 million outstanding under the ABL Facility as the Company repaid $950.0 million and borrowed $150.0 million during fiscal 2023, and LOC issued under the LOC sub-facility were $48.3 million. On November 2, 2022, the Company provided notice to the lenders to borrow $1,400.0 million under the ABL Facility, which together with cash on hand was used to fund the payment of the Special Dividend (as defined below in Note 8 - Stockholders' Equity and Convertible Preferred Stock). Subsequently, during fiscal 2022, the Company repaid $400.0 million of the ABL Facility. During the fiscal years ended February 22, 2025 and February 24, 2024, the average interest rate on the ABL Facility was 7.1% and 6.5%, respectively.

The ABL Facility is guaranteed by the Company's existing and future direct and indirect wholly owned domestic subsidiaries that are not borrowers, subject to certain exceptions. The ABL Facility is secured by, subject to certain exceptions, (i) a first-priority lien on substantially all of the ABL Facility priority collateral and (ii) a first-priority lien on substantially all other assets (other than real property). The ABL Facility contains no financial covenant unless and until (a) excess availability is less than (i) 10.0% of the lesser of the aggregate commitments and the then-current borrowing base at any time or is (ii) $250.0 million at any time or (b) an event of default is continuing. If any of such events occur, the Company must maintain a fixed charge coverage ratio of 1.0 to 1.0 from the date such triggering event occurs until such event of default is cured or waived and/or the 30th day that all such triggers under clause (a) no longer exist.

Senior Unsecured Notes

On March 11, 2025, subsequent to the end of fiscal 2024, the Company and substantially all of its subsidiaries completed the issuance of $600.0 million in aggregate principal amount of 6.250% senior unsecured notes due March 15, 2033 (the "2033 Notes"). Interest on the 2033 Notes is payable semi-annually in arrears on March 15 and September 15 of each year, with the first payment commencing on September 15, 2025. On March 17, 2025, subsequent to the end of fiscal 2024, proceeds from the 2033 Notes, together with approximately $5.6 million of cash on hand, were used to (i) redeem in full the $600.0 million outstanding of the Company's 7.500% senior unsecured notes due March 15, 2026 and (ii) pay fees and expenses related to the issuance of the 2033 Notes.

On February 13, 2023, the Company and substantially all of its subsidiaries completed the issuance of $750.0 million in aggregate principal amount of 6.500% senior unsecured notes due February 15, 2028 (the "New 2028 Notes"). Interest on the New 2028 Notes is payable semi-annually in arrears on February 15 and August 15 of each year, and the first payment commenced on August 15, 2023. On February 15, 2023, proceeds from the New 2028 Notes, together with approximately $7.1 million of cash on hand, were used to (i) repay in full the $750.0 million outstanding of the Company's 3.50% senior unsecured notes due February 15, 2023 and (ii) pay fees and expenses related to the issuance of the New 2028 Notes.

The Senior Unsecured Notes have not been and will not be registered with the SEC. Each of these notes are also fully and unconditionally guaranteed, jointly and severally, by substantially all of the Company’s subsidiaries that are not issuers under the indenture governing such notes.

The Company, an issuer and direct or indirect parent of each of the other issuers of the Senior Unsecured Notes, has no independent assets or operations. All of the direct or indirect subsidiaries of the Company, other than subsidiaries that are issuers, or guarantors, as applicable, of the Senior Unsecured Notes are minor, individually and in the aggregate.
Deferred Financing Costs and Interest Expense, Net

Financing costs incurred to obtain all financing, except for ABL Facility financing, are recognized as a direct reduction from the carrying amount of the debt liability and are amortized over the term of the related debt using the effective interest method. Financing costs incurred to obtain ABL Facility financing are capitalized and amortized over the ABL Facility term using the straight-line method. Deferred financing costs associated with ABL Facility financing are included in Other assets and were $9.5 million and $14.7 million as of February 22, 2025 and February 24, 2024, respectively.

Interest expense, net consisted of the following (in millions):
Fiscal
 2024
Fiscal
 2023
Fiscal
 2022
ABL Facility, senior secured and unsecured notes, and debentures$414.8 $446.9 $404.9 
Finance lease obligations38.8 45.5 51.4 
Amortization of deferred financing costs16.3 15.6 16.9 
Other interest income, net(10.1)(15.9)(68.6)
Interest expense, net$459.8 $492.1 $404.6