Albertsons (NYSE: ACI) prices $2.1B notes to refinance 2027–2028 debt

Rhea-AI Filing Summary

Albertsons Companies, Inc. plans a major debt refinancing. The company and key subsidiaries intend to redeem in cash the $1,350 million principal amount of 4.625% senior notes due 2027 and the $750 million principal amount of 5.875% senior notes due 2028 at 100% of principal plus accrued interest, with the redemption expected on February 21, 2026.

To fund this, Albertsons priced $1,200 million of new senior notes due 2032 at 5.625%, issued at par, and $900 million of additional 5.750% senior notes due 2034, issued at 98.500% of face value, to be sold to qualified institutional buyers. The new 2034 notes will form a single series with $800 million of existing 5.750% notes due 2034. Net proceeds, together with cash on hand, will be used to complete the redemptions and pay related fees and expenses, with the offering expected to close on or about February 2, 2026.

Insights

Credit and capital structure analyst

Albertsons refinances $2.1B of near-term notes by extending maturities to 2032 and 2034.

Albertsons is replacing $1,350 million of 4.625% notes due 2027 and $750 million of 5.875% notes due 2028 with new issues maturing in 2032 and 2034. This pushes out a sizable portion of its debt stack while keeping total principal broadly similar, which can ease refinancing pressure around the original 2027 and 2028 maturities.

The company priced $1,200 million of 2032 notes at a 5.625% coupon and $900 million of additional 2034 notes at a 5.750% coupon, issued at 98.500% of face value. That pricing implies slightly higher nominal coupons than the 4.625% 2027 notes and similar to the 2028 and existing 2034 notes, suggesting interest costs may rise modestly while term is extended.

The new 2034 tranche will form a single series with $800 million of existing 2034 notes, increasing that series to a total principal amount of $1,700 million. The company states that net proceeds plus cash on hand will cover the redemptions and related fees, so overall leverage will depend on how much incremental cash is contributed versus drawn from operations or existing balances.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

January 22, 2026

Albertsons Companies, Inc.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-39350

47-4376911

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

250 Parkcenter Blvd.

Boise, Idaho 83706

(Address of principal executive office and zip code)

(208) 395-6200

(Registrant’s telephone number, including area code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Class A common stock, $0.01 par value			ACI			New York Stock Exchange

			Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
			Emerging growth company			☐
			If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.			☐

Item 2.04 Triggering Events that Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

On January 22, 2026, Albertsons Companies, Inc. (the "Company"), together with its subsidiaries, Safeway Inc., New Albertsons L.P., and Albertson's LLC (collectively, the "Subsidiary Co-Issuers" and, together with the Company, the "Co-Issuers"), announced that they intend to redeem for cash in full the $1,350 million principal amount outstanding of their 4.625% senior notes due 2027 (the "2027 Notes") and to redeem for cash in full the $750 million principal amount outstanding of their 5.875% senior notes due 2028 (the "2028 Notes" and, together with the 2027 Notes, the "Existing Notes"). The Existing Notes are each redeemable at a redemption price equal to 100% of the aggregate principal amount of the Existing Notes to be redeemed, plus any interest accrued and unpaid thereon to the redemption date. The redemption is expected to occur on February 21, 2026.

Item 7.01 Regulation FD Disclosure.

The information furnished under Item 2.04 is incorporated by reference in this Item 7.01.

Item 8.01 Other Events.

On January 22, 2026, the Company issued a press release announcing the proposed offering by the Company, Albertson’s LLC, Safeway Inc., New Albertsons L.P. and Albertsons Safeway LLC of $1,100 million aggregate principal amount of new senior notes due 2032 (the "2032 Notes") and $500 million aggregate principal amount of additional 5.750% senior notes due 2034 (the "2034 Notes" and, together with the 2032 Notes, the "Notes"), which constitutes a further issuance of, and will form a single series with, the Co-Issuers' outstanding 5.750% senior notes due 2034 issued on November 10, 2025 in an initial aggregate principal amount of $800 million (the "Existing 2034 Notes"). The 2034 Notes will be issued under the same indenture as the Existing 2034 Notes. The Notes will be issued to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act") and outside the United States in accordance with Regulation S under the Securities Act. On January 22, 2026, the Company issued a separate press release announcing the upsize and pricing of the offering of $1,200 million aggregate principal amount of the 2032 Notes at 5.625%, issued at par, and $900 million aggregate principal amount of the 2034 Notes at 5.750%, issued at 98.500% of face value. The Company intends to use the net proceeds from the offering, together with cash on hand, to (i) redeem in full the $1,350 million principal amount outstanding of its 2027 Notes which are scheduled to mature on January 15, 2027 (the "2027 Refinancing"); (ii) redeem in full the $750 million principal amount outstanding of its 2028 Notes (the "2028 Refinancing" and, together with the 2027 Refinancing, the "Refinancing"); and (iii) pay fees and expenses related to the Refinancing and the issuance of the Notes. The Company expects the offering of the Notes to close on or about February 2, 2026, subject to customary closing conditions. Copies of the press releases are attached as Exhibits 99.1 and 99.2 hereto and are incorporated in this Item 8.01 by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits. The following exhibits are being filed herewith:

99.1						Press Release dated January 22, 2026
99.2						Press Release dated January 22, 2026
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Albertsons Companies, Inc.
			(Registrant)
January 22, 2026			By:			/s/ Thomas Moriarty
			Name:			Thomas Moriarty
			Title:			Executive Vice President, M&A and Corporate Affairs

FAQ

What debt is Albertsons Companies (ACI) redeeming in this 8-K?

Albertsons plans to redeem in cash the $1,350 million principal amount of its 4.625% senior notes due 2027 and the $750 million principal amount of its 5.875% senior notes due 2028 at 100% of principal plus accrued and unpaid interest.

When will Albertsons complete the redemption of its 2027 and 2028 senior notes?

The redemption of the 2027 and 2028 senior notes is expected to occur on February 21, 2026, when the company intends to redeem the full outstanding principal amounts for cash plus accrued interest.

What new notes is Albertsons Companies (ACI) issuing to refinance its existing debt?

Albertsons is issuing $1,200 million aggregate principal amount of new senior notes due 2032 at a 5.625% coupon, issued at par, and $900 million aggregate principal amount of additional 5.750% senior notes due 2034, issued at 98.500% of face value, to qualified institutional buyers.

How will the new 2034 notes relate to Albertsons’ existing 2034 notes?

The new $900 million of 5.750% senior notes due 2034 will be issued under the same indenture as the existing $800 million 5.750% senior notes due 2034 and will form a single series with those existing 2034 notes.

What does Albertsons intend to do with the net proceeds from the new note offering?

Albertsons intends to use the net proceeds from the offering of the 2032 and 2034 notes, together with cash on hand, to fully redeem the $1,350 million 2027 notes and $750 million 2028 notes and to pay fees and expenses related to the refinancing and issuance.

When is the offering of Albertsons’ new notes expected to close?

The offering of the new 2032 and 2034 notes is expected to close on or about February 2, 2026, subject to customary closing conditions described by the company.