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posed of retail food businesses and in-store pharmacies with operations primarily located throughout the United States under the banners Albertsons, Safeway, Vons. Pavilions, Randalls, Tom Thumb. Carrs Quality Centers, United Supermarkets, Market Street, Amigos, United Express, Say-On, Jewel-Osco, ACME,

("NAI") through a newly formed subsidiary of the Company, NAI Holdings LLC (the "NAI acquisition"). NAI operated 871 supermarkets under the banners Jewel-Osco, ACME, Shaw's, Star Market and Albertsons. Prior to the NAI acquisition, the Company owned 192 supermarkets under the Albertsons banner and two dis

lbertsons, Safeway, Vons. Pavilions, Randalls, Tom Thumb. Carrs Quality Centers, United Supermarkets, Market Street, Amigos, United Express, Say-On, Jewel-Osco, ACME, Shaw's and Star Market. The Company also owns and operates GroceryWorks.com Operating Company, LLC, an online grocery channel, doing business

Amendment No. 3 to Form S-1 Table of Contents issuing contingent value rights with an estimated fair value of $1.03 and $0.05 per share relating to Safeway's 49% interest in Casa Ley and deferred considerations related to Safeway's previous sale of the PDC assets, respectively, for an aggregate fair val

a short-term payable that was fully paid as of February 20, 2014. At the time of the NAI acquisition, NAI operated 871 retail food stores under its Jewel-Osco, ACME, Shaw's, Star Market and Albertsons banners, primarily located in the Northeast, Midwest, Mid-Atlantic and Western regions of the United State

1.5% of our fiscal 2014 sales on a pro forma basis, including 115 remodel and upgrade projects and excluding approximately $300 million of one-time Safeway-related integration-related capital expenditures in fiscal 2015, in advance of anticipated sales of surplus assets. We expect to incur approximately

arket Street, Lucky, Pak'N Save Foods, Vons, Pavilions, Rendes, Tom Thumb, Carrs Quality Centers, ACME, Say-On, Shaw's, Star Market, Super Saver and Jewel-Osco. Seasonality Our business is generally not seasonal in nature. 124 htry,. w c.secgo% ANN% es edgar data' 1646972 000119312515335826A900395ds la.

e holders of AB Acquisition's membership interests. The company determined that both distribution hurdles were achieved upon the consummation of the Safeway acquisition. Accordingly, the Special Bonus was paid to Mr. Miller upon the closing date of the Safeway acquisition. In recognition of their effort

d retention bonuses in the amounts of $1,500,000 and $1,000,000, respectively. Upon his subsequent transfer to the position of Division President of Jewel-Osco and in recognition of his performance, in March 2014, Mr. Sampson's retention award was increased to $1,240,000. The first and second installments

Counsel and Secretary. Mr. Gordon has been our Executive Vice President, General Counsel and Secretary since January 2015. Previously, he served as Safeway's General Counsel from June 2000 to January 2015 and as Chief Governance 130 hill/ V.1% V....we go% An:lines catgut data 1646972 0001193125153358

pson served as our Executive Vice President, Marketing and Merchandising from January 2015 to April 2015. He previously served as President of NAI's Jewel-Osco division from March 2014 to January 2015. Previously, in 2013, Mr. Sampson led NAI's Shaw's and Star Market's management team. Prior to joining NAI