On June 18, 2026, The Kroger Co. (NYSE:KR) issued a press release announcing its first quarter 2026 results. Attached hereto as Exhibit
99.1, and furnished herewith, is a copy of that release.
(d) Exhibits.
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Exhibit 99.1
Kroger
Reports First Quarter 2026 Results
First Quarter
Highlights
| · | Identical
Sales without fuel increased 1.0%1 |
| · | Operating
Profit of $1,407 million; EPS of $1.46 |
| | · | Adjusted
FIFO Operating Profit of $1,544 million and Adjusted EPS of $1.58 |
| | · | Adjusted
eCommerce sales grew +19%2; Kroger Precision Marketing profit grew over 20% |
CINCINNATI, June 18, 2026 – The
Kroger Co. (NYSE: KR) today reported its first quarter 2026 results, maintained 2026 guidance, and shared progress on key priorities.
Comments from CEO Greg Foran
“I joined Kroger because I believe it represents the best opportunity
in retail. We serve millions of families every day, in our stores and online. We have the right stores in the right places, unmatched
customer insights, and the ability to win. Our focus is clear: to become America's best grocer. We will measure ourselves against that
every day.
We are pleased with our first quarter results, but we know there is
more work to do. That is why we are building a culture that is never satisfied, with a constant focus on serving our customers better."
1 Excludes adjustment items. See table 4.
2 Adjusted eCommerce sales exclude the effect of fulfillment
center exits in markets where Kroger does not operate stores, the sale of Vitacost, and the discontinuation of Ship Marketplace.
First Quarter Financial Results
| |
1Q26
($ in millions;
except EPS) |
1Q25
($ in millions;
except EPS) |
| ID Sales(1) (Table 4) |
1.0% |
3.2% |
| Earnings Per Share |
$1.46 |
$1.29 |
| Adjusted EPS (Table 6) |
$1.58 |
$1.49 |
| Operating Profit |
$1,407 |
$1,322 |
| Adjusted FIFO Operating Profit (Table 7) |
$1,544 |
$1,518 |
| Gross Margin (Table 8) |
22.7% |
23.0% |
| FIFO Gross Margin Rate(2) |
Decreased 9 basis points |
| OG&A Rate(3) |
Increased 16 basis points |
(1) Without fuel and adjustment
items, if applicable, and includes an unfavorable 130 basis point impact from the Inflation Reduction Act.
(2) Without rent, depreciation
and amortization, fuel and adjustment items, if applicable.
(3) Without fuel and adjustment
items, if applicable.
Total company sales were $46.1 billion in the first quarter compared
to $45.1 billion for the same period last year. Excluding fuel and Vitacost, sales increased 0.5% compared to the same period last year.
Gross margin was 22.7% of sales for the first quarter compared to 23.0%
for the same period last year. The decrease in rate was primarily driven by the mix impact of higher fuel sales, higher transportation
costs, egg deflation, and planned price investments. These pressures were partially offset by favorable pharmacy mix, improved eCommerce
profitability, sourcing benefits, and lower depreciation.
The FIFO gross margin rate, excluding rent, depreciation and amortization,
fuel, and adjustment items decreased 9 basis points compared to the same period last year. The decrease in rate was primarily driven by
the impacts from higher transportation costs, egg deflation, and planned price investments. These pressures were partially offset by favorable
pharmacy mix, improved eCommerce profitability, and sourcing benefits.
The LIFO charge for the quarter was $52 million, compared to a LIFO
charge of $40 million for the same period last year.
The Operating, General and Administrative rate, excluding fuel and
adjustment items, increased 16 basis points compared to the same period last year. The increase in rate was primarily attributable to
planned investments in associate wages and hours to enhance the customer experience, partially offset by lapping higher multi-employer
pension contributions from the prior year and ongoing productivity initiatives.
Capital Allocation
Kroger expects to continue to generate strong
free cash flow and remains committed to investing in the business to drive long-term sustainable net earnings growth, as well as maintaining
its current investment grade debt rating. The Company expects to continue to pay its quarterly dividend and expects this to increase over
time, subject to board approval.
In December 2025, Kroger’s Board of
Directors approved an additional $2 billion share repurchase authorization. Kroger expects to complete these repurchases by the end of
fiscal 2026.
Kroger’s net total debt to adjusted
EBITDA ratio is 1.75, compared to 1.69 a year ago (Table 5). The company’s net total debt to adjusted EBITDA ratio target range
is 2.30 to 2.50. Kroger’s strong balance sheet provides ample opportunities for the Company to invest in the business and enhance
shareholder value.
Full-Year 2026 Guidance*
Reaffirmed
| Adjusted
Metric* |
FY26
Guidance |
| Identical Sales without fuel** |
1.0% - 2.0% |
| FIFO Operating Profit |
$5.0 - $5.2 billion |
| EPS |
$5.10 - $5.30 |
| Free Cash Flow |
$2.7 - $2.9 billion |
| Cap Ex |
$3.8 - $4.0 billion |
| Tax Rate*** |
23% |
* Without adjusted items, if applicable. Kroger is unable to provide
a full reconciliation of the GAAP and non-GAAP measures used in 2026 guidance without unreasonable effort because it is not possible to
predict certain of our adjustment items with a reasonable degree of certainty. This information is dependent upon future events and may
be outside of our control and its unavailability could have a significant impact on 2026 GAAP financial results.
** Includes approximately 130 basis points unfavorable impact from
the Inflation Reduction Act.
*** The adjusted tax rate reflects typical tax adjustments and does
not reflect changes to the rate from the completion of income tax audit examinations and changes in tax laws and policies, which cannot
be predicted.
About Kroger
The Kroger Co. (NYSE: KR) is one of America’s largest retailers,
serving more than 11 million customers daily through a digital shopping experience and retail food stores under a variety of banner names.
With more than 400,000 associates across our family of companies, Kroger is committed to providing America with affordable, great-tasting
food and creating #ZeroHungerZeroWaste communities. To learn more about us, visit our newsroom and investor relations site.
Kroger's first quarter 2026 ended on May
23, 2026.
Note: Fuel sales have historically had a low
gross margin rate and operating expense rate as compared to corresponding rates on non-fuel sales. As a result, Kroger discusses the changes
in these rates excluding the effect of fuel.
Please refer to the supplemental information
presented in the tables for reconciliations of the non-GAAP financial measures used in this press release to the most comparable GAAP
financial measure and related disclosure. As noted above, Kroger is unable to provide a full reconciliation of the GAAP and non-GAAP measures
used in its guidance without unreasonable effort because it is not possible to predict certain of our adjustment items with a reasonable
degree of certainty. This information is dependent upon future events and may be outside of our control and its unavailability could have
a significant impact on GAAP financial results.
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,” “continue,” “drive,”
“expect,” “focused,” “future,” “guidance,” “may,” “model,” “opportunities,”
“strategy,” “target,” “trends,” 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: 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 state and federal 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 eCommerce; the outcome of litigation
matters, including those relating to the terminated transaction with Albertsons; and the risks relating to or arising from our opioid
litigation settlements, including the risk of litigation relating to persons, entities, or jurisdictions that do not participate in those
settlements. 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’s adjusted effective tax rate
may differ from the expected rate due to changes in tax laws and policies, the status of pending items with various taxing authorities,
and the deductibility of certain expenses.
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.
Note: Kroger's quarterly conference call with
investors will broadcast live at 8 a.m. (ET) on June 18, 2026 at ir.kroger.com. An on-demand replay of the webcast will be available
at approximately 1 p.m. (ET) on Thursday, June 18, 2026.
1st Quarter 2026 Tables Include:
| 1. | Consolidated
Statements of Operations |
| 2. | Consolidated
Balance Sheets |
| 3. | Consolidated
Statements of Cash Flows |
| 4. | Supplemental
Sales Information |
| 5. | Reconciliation
of Net Total Debt and Net Earnings Attributable to The Kroger Co. to Adjusted EBITDA |
| 6. | Net
Earnings Per Diluted Share Excluding the Adjustment Items |
| 7. | Operating
Profit Excluding the Adjustment Items |
--30--
Contacts: Media: Erin Rolfes (513) 762-1080; Investors: Rob Quast (513)
762-4969
Table 1.
THE KROGER CO.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share amounts)
(unaudited)
| | |
FIRST QUARTER | |
| | |
2026 | | |
2025 | |
| SALES | |
$ | 46,121 | | |
| 100.0 | % | |
$ | 45,118 | | |
| 100.0 | % |
| | |
| | | |
| | | |
| | | |
| | |
| OPERATING EXPENSES | |
| | | |
| | | |
| | | |
| | |
| MERCHANDISE COSTS, INCLUDING ADVERTISING, WAREHOUSING
AND TRANSPORTATION (a), AND LIFO CHARGE (b) | |
| 35,493 | | |
| 77.0 | | |
| 34,551 | | |
| 76.6 | |
| OPERATING, GENERAL AND ADMINISTRATIVE (a) | |
| 7,963 | | |
| 17.3 | | |
| 7,923 | | |
| 17.6 | |
| RENT | |
| 269 | | |
| 0.6 | | |
| 271 | | |
| 0.6 | |
| DEPRECIATION AND AMORTIZATION | |
| 989 | | |
| 2.1 | | |
| 1,051 | | |
| 2.3 | |
| | |
| | | |
| | | |
| | | |
| | |
| OPERATING PROFIT | |
| 1,407 | | |
| 3.1 | | |
| 1,322 | | |
| 2.9 | |
| | |
| | | |
| | | |
| | | |
| | |
| OTHER INCOME (EXPENSE) | |
| | | |
| | | |
| | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| NET INTEREST EXPENSE | |
| (209 | ) | |
| (0.5 | ) | |
| (199 | ) | |
| (0.5 | ) |
| NON-SERVICE COMPONENT OF COMPANY-SPONSORED PENSION PLAN
EXPENSE | |
| (7 | ) | |
| - | | |
| (1 | ) | |
| - | |
| LOSS ON INVESTMENTS | |
| (14 | ) | |
| - | | |
| (19 | ) | |
| - | |
| | |
| | | |
| | | |
| | | |
| | |
| NET EARNINGS BEFORE INCOME TAX EXPENSE | |
| 1,177 | | |
| 2.6 | | |
| 1,103 | | |
| 2.4 | |
| | |
| | | |
| | | |
| | | |
| | |
| INCOME TAX EXPENSE | |
| 273 | | |
| 0.6 | | |
| 235 | | |
| 0.5 | |
| | |
| | | |
| | | |
| | | |
| | |
| NET EARNINGS INCLUDING NONCONTROLLING INTERESTS | |
| 904 | | |
| 2.0 | | |
| 868 | | |
| 1.9 | |
| | |
| | | |
| | | |
| | | |
| | |
| NET INCOME ATTRIBUTABLE TO
NONCONTROLLING INTERESTS | |
| 1 | | |
| - | | |
| 2 | | |
| - | |
| | |
| | | |
| | | |
| | | |
| | |
| NET EARNINGS ATTRIBUTABLE TO THE KROGER CO. | |
$ | 903 | | |
| 2.0 | % | |
$ | 866 | | |
| 1.9 | % |
| | |
| | | |
| | | |
| | | |
| | |
| NET EARNINGS ATTRIBUTABLE TO THE KROGER CO. PER BASIC
COMMON SHARE | |
$ | 1.46 | | |
| | | |
$ | 1.30 | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| AVERAGE NUMBER OF COMMON SHARES USED IN BASIC
CALCULATION | |
| 613 | | |
| | | |
| 660 | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| NET EARNINGS ATTRIBUTABLE TO THE KROGER CO. PER DILUTED
COMMON SHARE | |
$ | 1.46 | | |
| | | |
$ | 1.29 | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| AVERAGE NUMBER OF COMMON SHARES USED IN DILUTED
CALCULATION | |
| 615 | | |
| | | |
| 664 | | |
| | |
| | |
| | | |
| | | |
| | | |
| | |
| DIVIDENDS DECLARED PER COMMON SHARE | |
$ | 0.35 | | |
| | | |
$ | 0.32 | | |
| | |
| Note: |
Certain percentages may not sum due to rounding. |
| |
|
| Note: |
The Company defines First-In First-Out (FIFO) gross profit as sales minus merchandise costs, including advertising, warehousing and transportation, but excluding the Last-In First-Out (LIFO) charge, rent and depreciation and amortization. |
| |
The Company defines FIFO gross margin as FIFO gross profit divided by sales. |
| |
The Company defines FIFO operating profit as operating profit excluding the LIFO charge. |
| |
The Company defines FIFO operating margin as FIFO operating profit divided by sales. |
| |
The above FIFO financial metrics are important measures used by management to evaluate operational effectiveness. Management believes these FIFO financial metrics are useful to investors and analysts because they measure our day-to-day operational effectiveness. |
| |
|
| (a) |
Merchandise costs ("COGS") and operating, general and administrative expenses ("OG&A") exclude depreciation and amortization expense and rent expense which are included in separate expense lines. |
| |
|
| (b) |
LIFO charges of $52 and $40 were recorded in the first quarters of 2026 and 2025, respectively. |
Table 2.
THE KROGER CO.
CONSOLIDATED BALANCE SHEETS
(in millions)
(unaudited)
| | |
May 23, | | |
May 24, | |
| | |
2026 | | |
2025 | |
| ASSETS | |
| | | |
| | |
| Current Assets | |
| | | |
| | |
| Cash | |
$ | 218 | | |
$ | 340 | |
| Temporary cash investments | |
| 2,655 | | |
| 4,398 | |
| Store deposits in-transit | |
| 1,225 | | |
| 1,179 | |
| Receivables | |
| 2,101 | | |
| 2,131 | |
| Inventories | |
| 7,278 | | |
| 7,020 | |
| Prepaid and other current assets | |
| 729 | | |
| 697 | |
| | |
| | | |
| | |
| Total current assets | |
| 14,206 | | |
| 15,765 | |
| | |
| | | |
| | |
| Property, plant and equipment, net | |
| 24,767 | | |
| 25,829 | |
| Operating lease assets | |
| 6,769 | | |
| 6,840 | |
| Intangibles, net | |
| 851 | | |
| 836 | |
| Goodwill | |
| 2,624 | | |
| 2,674 | |
| Other assets | |
| 1,075 | | |
| 1,304 | |
| | |
| | | |
| | |
| Total Assets | |
$ | 50,292 | | |
$ | 53,248 | |
| | |
| | | |
| | |
| LIABILITIES AND SHAREOWNERS' EQUITY | |
| | | |
| | |
| Current Liabilities | |
| | | |
| | |
| Current portion of long-term debt including obligations under
finance leases | |
$ | 1,264 | | |
$ | 807 | |
| Current portion of operating lease liabilities | |
| 668 | | |
| 668 | |
| Accounts payable | |
| 11,278 | | |
| 10,562 | |
| Accrued salaries and wages | |
| 1,183 | | |
| 1,209 | |
| Other current liabilities | |
| 3,577 | | |
| 3,379 | |
| | |
| | | |
| | |
| Total current liabilities | |
| 17,970 | | |
| 16,625 | |
| | |
| | | |
| | |
| Long-term debt including obligations under finance leases | |
| 15,731 | | |
| 17,138 | |
| Noncurrent operating lease liabilities | |
| 6,529 | | |
| 6,595 | |
| Deferred income taxes | |
| 1,143 | | |
| 1,401 | |
| Pension and postretirement benefit obligations | |
| 414 | | |
| 381 | |
| Other long-term liabilities | |
| 2,027 | | |
| 2,200 | |
| | |
| | | |
| | |
| Total Liabilities | |
| 43,814 | | |
| 44,340 | |
| | |
| | | |
| | |
| Shareowners' equity | |
| 6,478 | | |
| 8,908 | |
| | |
| | | |
| | |
| Total Liabilities and Shareowners' Equity | |
$ | 50,292 | | |
$ | 53,248 | |
| | |
| | | |
| | |
| Total common shares outstanding at end of period | |
| 613 | | |
| 661 | |
| Total diluted shares year-to-date | |
| 615 | | |
| 664 | |
Table 3.
THE KROGER CO.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
(unaudited)
| | |
YEAR-TO-DATE | |
| | |
2026 | | |
2025 | |
| CASH FLOWS FROM OPERATING ACTIVITIES: | |
| | | |
| | |
| Net earnings including noncontrolling interests | |
$ | 904 | | |
$ | 868 | |
| Adjustments to reconcile net earnings including
noncontrolling interests to net cash provided by operating activities: | |
| | | |
| | |
| Depreciation and amortization | |
| 989 | | |
| 1,051 | |
| Asset impairment and store closure charges | |
| 19 | | |
| 108 | |
| Operating lease asset amortization | |
| 179 | | |
| 184 | |
| LIFO charge | |
| 52 | | |
| 40 | |
| Share-based employee compensation | |
| 57 | | |
| 38 | |
| Deferred income taxes | |
| 51 | | |
| (16 | ) |
| Loss on investments | |
| 14 | | |
| 19 | |
| Other | |
| (4 | ) | |
| (37 | ) |
| Changes in operating assets and liabilities: | |
| | | |
| | |
| Store deposits in-transit | |
| 19 | | |
| 133 | |
| Receivables | |
| (74 | ) | |
| 47 | |
| Inventories | |
| (418 | ) | |
| (23 | ) |
| Prepaid and other current assets | |
| (93 | ) | |
| (52 | ) |
| Accounts payable | |
| 563 | | |
| 288 | |
| Accrued expenses | |
| (319 | ) | |
| (243 | ) |
| Income taxes receivable and payable | |
| 183 | | |
| 41 | |
| Operating lease liabilities | |
| (209 | ) | |
| (134 | ) |
| Other | |
| (139 | ) | |
| (163 | ) |
| | |
| | | |
| | |
| Net cash provided by operating activities | |
| 1,774 | | |
| 2,149 | |
| | |
| | | |
| | |
| CASH FLOWS FROM INVESTING ACTIVITIES: | |
| | | |
| | |
| Payments for property and equipment, including payments for lease buyouts | |
| (1,293 | ) | |
| (1,044 | ) |
| Other | |
| 38 | | |
| 5 | |
| | |
| | | |
| | |
| Net cash used by investing activities | |
| (1,255 | ) | |
| (1,039 | ) |
| | |
| | | |
| | |
| CASH FLOWS FROM FINANCING ACTIVITIES: | |
| | | |
| | |
| Payments on long-term debt including obligations under finance leases | |
| (559 | ) | |
| (52 | ) |
| Dividends paid | |
| (215 | ) | |
| (211 | ) |
| Proceeds from issuance of capital stock | |
| 30 | | |
| 145 | |
| Treasury stock purchases | |
| (213 | ) | |
| (181 | ) |
| Other | |
| (23 | ) | |
| (32 | ) |
| | |
| | | |
| | |
| Net cash used by financing activities | |
| (980 | ) | |
| (331 | ) |
| | |
| | | |
| | |
| NET (DECREASE) INCREASE IN CASH AND TEMPORARY | |
| | | |
| | |
| CASH INVESTMENTS | |
| (461 | ) | |
| 779 | |
| | |
| | | |
| | |
| CASH AND TEMPORARY CASH INVESTMENTS: | |
| | | |
| | |
| BEGINNING OF YEAR | |
| 3,334 | | |
| 3,959 | |
| END OF YEAR | |
$ | 2,873 | | |
$ | 4,738 | |
| | |
| | | |
| | |
| Reconciliation of capital investments: | |
| | | |
| | |
| Payments for property and equipment, including payments for lease buyouts | |
$ | (1,293 | ) | |
$ | (1,044 | ) |
| Payments for lease buyouts | |
| 30 | | |
| 11 | |
| Changes in construction-in-progress payables | |
| (187 | ) | |
| (150 | ) |
| Total capital investments, excluding lease buyouts | |
$ | (1,450 | ) | |
$ | (1,183 | ) |
| | |
| | | |
| | |
| Disclosure of cash flow information: | |
| | | |
| | |
| Cash paid during the year for net interest | |
$ | 263 | | |
$ | 269 | |
| Cash paid during the year for income taxes | |
$ | 39 | | |
$ | 203 | |
Table 4. Supplemental Sales Information
(in millions, except percentages)
(unaudited)
Items
identified below should not be considered as alternatives to sales or any other GAAP measure of performance. Identical sales is an industry-specific
measure, and it is important to review it in conjunction with Kroger's financial results reported in accordance with GAAP. Other companies
in our industry may calculate identical sales differently than Kroger does, limiting the comparability of the measure.
Kroger
defines identical sales, excluding fuel, as sales to retail customers, including sales from all departments at identical supermarket
locations, jewelry and ship-to-home solutions. Kroger defines a supermarket as identical when it has been in operation without
expansion or relocation for five full quarters. We include Kroger Delivery sales as identical if the delivery occurs in an
existing Kroger Supermarket geography or when the location has been in operation for five full quarters.
IDENTICAL
SALES
| | |
EXCLUDING ADJUSTMENT ITEMS | | |
| |
| | |
FIRST QUARTER (a) | | |
FIRST QUARTER | |
| | |
2026 | | |
2025 | | |
2026 | | |
2025 | |
| EXCLUDING FUEL | |
$ | 39,802 | | |
$ | 39,417 | | |
$ | 40,136 | | |
$ | 39,675 | |
| EXCLUDING FUEL | |
| 1.0 | % | |
| 3.2 | % | |
| 1.2 | % | |
| 3.0 | % |
| (a) | Identical
sales, excluding fuel, were adjusted to exclude stores involved in the labor disputes in Colorado in the first quarter of 2025. Identical
sales, excluding fuel, were excluded for the first four weeks of the first quarters of 2026 and 2025 for stores involved in this labor
dispute. |
Table 5. Reconciliation of Net Total Debt and
Net Earnings Attributable to The Kroger Co. to Adjusted EBITDA
(in millions, except for ratio)
(unaudited)
The
items identified below should not be considered an alternative to any GAAP measure of performance or access to liquidity. Net total
debt to adjusted EBITDA is an important measure used by management to evaluate the Company's access to liquidity. The items
below should be reviewed in conjunction with Kroger's financial results reported in accordance with GAAP.
The
following table provides a reconciliation of net total debt.
| | |
May 23, | | |
May 24, | | |
| |
| | |
2026 | | |
2025 | | |
Change | |
| Current portion of long-term debt including obligations under finance leases | |
$ | 1,264 | | |
$ | 807 | | |
$ | 457 | |
| Long-term debt including obligations under finance leases | |
| 15,731 | | |
| 17,138 | | |
| (1,407 | ) |
| | |
| | | |
| | | |
| | |
| Total debt | |
| 16,995 | | |
| 17,945 | | |
| (950 | ) |
| | |
| | | |
| | | |
| | |
| Less: Temporary cash investments | |
| 2,655 | | |
| 4,398 | | |
| (1,743 | ) |
| | |
| | | |
| | | |
| | |
| Net total debt | |
$ | 14,340 | | |
$ | 13,547 | | |
$ | 793 | |
The
following table provides a reconciliation from net earnings attributable to The Kroger Co. to adjusted EBITDA, as defined in the Company's
credit agreement, on a rolling four quarter basis.
| | |
ROLLING FOUR QUARTERS ENDED | |
| | |
May 23, | | |
May 24, | |
| | |
2026 | | |
2025 | |
| Net earnings attributable to The Kroger Co. | |
$ | 1,053 | | |
$ | 2,584 | |
| LIFO charge | |
| 169 | | |
| 94 | |
| Depreciation and amortization | |
| 3,270 | | |
| 3,319 | |
| Net interest expense | |
| 649 | | |
| 526 | |
| Income tax expense | |
| 214 | | |
| 670 | |
| Adjustment for loss on investments | |
| 36 | | |
| 183 | |
| Adjustment for severance charge and related benefits | |
| 48 | | |
| 32 | |
| Adjustment for impairment of intangible assets | |
| 50 | | |
| 30 | |
| Adjustment for labor dispute charges | |
| - | | |
| 44 | |
| Adjustment for store closures | |
| - | | |
| 100 | |
| Adjustment for executive stock compensation for a former executive | |
| - | | |
| (21 | ) |
| Adjustment for merger-related costs (a) | |
| - | | |
| 509 | |
| Adjustment for merger-related litigation and settlement charges | |
| 171 | | |
| 15 | |
| Adjustment for property losses | |
| - | | |
| 25 | |
| Adjustment for opioid settlement charges and vendor reserves | |
| (28 | ) | |
| (5 | ) |
| Adjustment for gain on sale of Kroger Specialty Pharmacy | |
| - | | |
| (79 | ) |
| Adjustment for fulfillment network impairment and related charges | |
| 2,497 | | |
| - | |
| Adjustment for transformation costs (b) | |
| 62 | | |
| - | |
| Other | |
| (8 | ) | |
| (11 | ) |
| | |
| | | |
| | |
| Adjusted EBITDA | |
$ | 8,183 | | |
$ | 8,015 | |
| | |
| | | |
| | |
| Net total debt to adjusted EBITDA ratio | |
| 1.75 | | |
| 1.69 | |
| (a) | Merger-related
costs primarily include third-party professional fees and credit facility fees associated with the terminated merger with Albertsons
Companies, Inc. |
| | |
| (b) | Transformation
costs primarily include costs related to third-party professional consulting fees associated with business transformation and cost saving
initiatives. |
Table 6. Net Earnings Per Diluted Share Excluding the Adjustment Items
(in millions, except per share amounts)
(unaudited)
The
purpose of this table is to better illustrate comparable operating results from our ongoing business, after removing the effects on net
earnings per diluted common share for certain items described below. Adjusted net earnings and adjusted net earnings per diluted
share are useful metrics to investors and analysts because they present more accurately year-over-year comparisons for net earnings and
net earnings per diluted share because adjusted items are not the result of normal operations. Items identified in this table
should not be considered alternatives to net earnings attributable to The Kroger Co. or any other GAAP measure of performance. These
items should not be reviewed in isolation or considered substitutes for the Company's financial results as reported in accordance with
GAAP. Due to the nature of these items, as further described below, it is important to identify these items and to review
them in conjunction with the Company's financial results reported in accordance with GAAP.
The
following table summarizes items that affected the Company's financial results during the periods presented.
| | |
FIRST
QUARTER | |
| | |
2026 | | |
2025 | |
| Net earnings attributable
to The Kroger Co. | |
$ | 903 | | |
$ | 866 | |
| | |
| | | |
| | |
| Adjustment for loss on investments
(a)(b) | |
| 10 | | |
| 15 | |
| Adjustment for labor dispute
charges (a)(c) | |
| - | | |
| 33 | |
| Adjustment for store closures
(a)(d) | |
| - | | |
| 77 | |
| Adjustment for executive stock
compensation for a former executive (a)(e) | |
| - | | |
| (16 | ) |
| Adjustment for merger-related
litigation costs (a)(f) | |
| 19 | | |
| 11 | |
| Adjustment for opioid settlement
charges and vendor reserves (a)(g) | |
| - | | |
| 17 | |
| Adjustment for transformation
costs (a)(h) | |
| 48 | | |
| - | |
| Executive
stock compensation for a former executive income tax adjustment | |
| - | | |
| (7 | ) |
| | |
| | | |
| | |
| 2026 and
2025 Adjustment Items | |
| 77 | | |
| 130 | |
| | |
| | | |
| | |
| Net
earnings attributable to The Kroger Co. excluding the adjustment items above | |
$ | 980 | | |
$ | 996 | |
| | |
| | | |
| | |
| Net
earnings attributable to The Kroger Co. per diluted common share | |
$ | 1.46 | | |
$ | 1.29 | |
| | |
| | | |
| | |
| Adjustment for loss on investments
(i) | |
| 0.01 | | |
| 0.02 | |
| Adjustment for labor dispute
charges (i) | |
| - | | |
| 0.05 | |
| Adjustment for store closures
(i) | |
| - | | |
| 0.12 | |
| Adjustment for executive stock
compensation for a former executive (i) | |
| - | | |
| (0.03 | ) |
| Adjustment for merger-related
litigation costs (i) | |
| 0.03 | | |
| 0.02 | |
| Adjustment for opioid settlement
charges and vendor reserves (i) | |
| - | | |
| 0.03 | |
| Adjustment for transformation
costs (i) | |
| 0.08 | | |
| - | |
| Executive
stock compensation for a former executive income tax adjustment (i) | |
| - | | |
| (0.01 | ) |
| | |
| | | |
| | |
| 2026 and
2025 Adjustment Items | |
| 0.12 | | |
| 0.20 | |
| | |
| | | |
| | |
| Net
earnings attributable to The Kroger Co. per diluted common share excluding the adjustment items above | |
$ | 1.58 | | |
$ | 1.49 | |
| | |
| | | |
| | |
| Average
number of common shares used in diluted calculation | |
| 615 | | |
| 664 | |
Table 6. Net Earnings Per Diluted Share Excluding the Adjustment Items (continued)
(in millions, except per share amounts)
(unaudited)
| (a) |
The amounts presented represent the after-tax effect of each adjustment. |
| |
|
| (b) |
The pre-tax adjustments for loss on investments were $14 and $19 in the first quarters of 2026 and 2025, respectively. |
| |
|
| (c) |
The pre-tax adjustments to Sales, COGS and OG&A expenses for labor dispute charges were $44. |
| |
|
| (d) |
The pre-tax adjustment to OG&A expenses for store closures was $100. |
| |
|
| (e) |
The pre-tax adjustment to OG&A expenses for executive stock compensation for a former executive was $(21). |
| |
|
| (f) |
The pre-tax adjustments to OG&A expenses for merger-related litigation costs were $25 and $15 in the first quarters of 2026 and 2025. |
| |
|
| (g) |
The pre-tax adjustment to OG&A expenses for opioid settlement charges and vendor reserves was $22. |
| |
|
| (h) |
The pre-tax adjustment to OG&A expenses for transformation costs was $62. Transformation costs primarily include costs related to third party professional consulting fees associated with business transformation and cost saving initiatives. |
| |
|
| (i) |
The amounts presented represent the net earnings (loss) per diluted common share effect of each adjustment. |
| |
|
| Note: |
2026 First Quarter Adjustment Items include adjustments for the loss on investments, merger-related litigation costs and transformation costs. |
| |
|
| |
2025 First Quarter Adjustment Items include adjustments for the loss on investments, labor dispute charges, store closures, executive stock compensation for a former executive, merger-related litigation costs, opioid settlement charges and vendor reserves and executive stock compensation for a former executive income tax. |
Table 7. Operating Profit Excluding the Adjustment Items
(in millions)
(unaudited)
The
purpose of this table is to better illustrate comparable operating results from our ongoing business, after removing the effects on operating
profit for certain items described below. Adjusted FIFO operating profit is a useful metric to investors and analysts because
it presents more accurately year-over-year comparisons for operating profit because adjusted items are not the result of normal operations. Items
identified in this table should not be considered alternatives to operating profit or any other GAAP measure of performance. These
items should not be reviewed in isolation or considered substitutes for the Company's financial results as reported in accordance with
GAAP. Due to the nature of these items, as further described below, it is important to identify these items and to review
them in conjunction with the Company's financial results reported in accordance with GAAP.
The
following table summarizes items that affected the Company's financial results during the periods presented.
| | |
FIRST
QUARTER | |
| | |
2026 | | |
2025 | |
| Operating profit | |
$ | 1,407 | | |
$ | 1,322 | |
| LIFO charge | |
| 52 | | |
| 40 | |
| | |
| | | |
| | |
| FIFO operating profit | |
| 1,459 | | |
| 1,362 | |
| | |
| | | |
| | |
| Adjustment for labor dispute
charges | |
| - | | |
| 44 | |
| Adjustment for store closures | |
| - | | |
| 100 | |
| Adjustment for executive stock
compensation for a former executive | |
| - | | |
| (21 | ) |
| Adjustment for merger-related
litigation costs | |
| 25 | | |
| 15 | |
| Adjustment for opioid settlement
charges and vendor reserves | |
| - | | |
| 22 | |
| Adjustment for transformation
costs (a) | |
| 62 | | |
| - | |
| Other | |
| (2 | ) | |
| (4 | ) |
| | |
| | | |
| | |
| 2026 and
2025 Adjustment items | |
| 85 | | |
| 156 | |
| | |
| | | |
| | |
| Adjusted
FIFO operating profit excluding the adjustment items above | |
$ | 1,544 | | |
$ | 1,518 | |
| (a) | Transformation
costs primarily include costs related to third-party professional consulting fees associated with business transformation and cost saving
initiatives. |
Table 8. Gross Margin
(in millions, except percentages)
(unaudited)
In
the Consolidated Statements of Operations within Table 1, the Company separately presents rent and depreciation and amortization to evaluate
operational effectiveness. The table below calculates gross margin in accordance with Generally Accepted Accounting Principles ("GAAP")
by including a portion of rent and depreciation and amortization related to the Company's manufacturing and warehousing and transportation
activities.
The
following table provides the calculation of gross profit and gross margin in accordance with GAAP.
| | |
FIRST QUARTER | |
| | |
2026 | | |
2025 | |
| Sales | |
$ | 46,121 | | |
$ | 45,118 | |
| Merchandise costs, including advertising, warehousing and
transportation and LIFO charge, excluding rent and depreciation and amortization | |
| 35,493 | | |
| 34,551 | |
| Rent | |
| 16 | | |
| 18 | |
| Depreciation and amortization | |
| 139 | | |
| 193 | |
| Gross profit | |
$ | 10,473 | | |
$ | 10,356 | |
| | |
| | | |
| | |
| Gross margin | |
| 22.7 | % | |
| 23.0 | % |