Amendment No. 3 to Form S-1 Table of Contents wind down our transition services agreement for our Albertsons, Acme, Jewel-Osco, Shaw's and Star Market banners with SuperValu on a store-by-store basis. We anticipate extending the expansive and high-quality o

6 (the "Legacy Albertsons Stores"). This was followed in March 2013 by our acquisition of NAI from SUPERVALU INC. ("SuperValu"), which included the Albertsons stores that we did not already own (the 'SVU Albertsons Stores" and, together with the Legacy Albertsons Stores, the -Albertsons Stores") and stores

practices. Recent examples include the expansion of our 0 Organics offering across banners, the accelerated roll-out of signature products such as Albertsons' fresh fruit and vegetables cut in-store and a broader assortment and new fixtures for our wine and floral shops, implementing Safeway's successful

available to us. So long as the Cerberus- led Consortium continues to own a significant amount of the outstanding shares of our common stock through Albertsons Investor and Kimco, the Cerberus-led Consortium will continue to be able to strongly influence or effectively control our decisions, including pote

licable rules of the NYSE, but Albertsons Investor, Kimco and Management Holdco collectively own at least 35% of our then-outstanding common stock, Albertsons Investor shall have the right to designate a number of members of our board of directors equal to one director fewer than 50% of our board of direct

ur significant losses due to disruptions in our systems and business. Our ability to effectively manage the day-to-day business of approximately 900 Albertsons and NAI stores depends significantly on IT services and systems provided by SuperValu pursuant to two transition services agreements (the "SVU TSAs"

The substantial majority of these costs will be non-recurring expenses resulting from the Safeway acquisition and will consist of our transition of Albertsons and NAI to Safeway's IT systems, consolidation costs and employment-related costs. Anticipated synergies are expected to require approximately $300

er could adversely affect our business, financial results and financial condition. Our ability to effectively monitor and control the operations of Albertsons and NAI depends to a large extent on the proper functioning of our IT and business support systems. In connection with our acquisition of NAI, Alber

o and Management Holdco. Pursuant to the Stockholders' Agreement, we will be required to appoint to our Board of Directors individuals designated by Albertsons Investor upon the closing of the IPO-Related Transactions. Pursuant to a limited liability company agreement entered into by the Cerberus-led Consor

s, Inc., (iii) our Existing Owners, other than Kimco and Management Holdco, will become holders of equity interests in our controlling stockholder, Albertsons Investor and (iv) the capital stock of Albertsons Companies, Inc. will consist of (y) common stock, entitled to one vote per share on all matters su

re In connection with the Safeway acquisition. Albertson's Holdings, together with Safeway, announced that they entered into agreements to sell 111 Albertsons and 57 Safeway stores across eight states to four separate buyers. Divestiture of these stores was required by the FTC as a condition of closing the

e material. We have identified various synergies including corporate and division overhead savings, our own brands, vendor funds, the conversion of Albertsons and NAI onto Safeway's IT systems, marketing and advertising cost reduction and operational efficiencies within our back office, distribution and ma

8.8 5.7 Total adjustments for PDC properties 38.1 5.2 Other eliminations Transaction and related costs1 for the Safeway acquisition incurred by Albertsons. $ (283.2) $ (17.4) Transaction costs related to the Safeway acquisition incurred by Safeway (59.6) (2.7) Non-employee equity-based compensat

ers, 15 distribution centers and 19 manufacturing facilities. As a condition to approving the Safeway acquisition, the FTC required the sale of 111 Albertsons stores and 57 Safeway stores. Haggen purchased 146 stores in Arizona, California. Nevada, Oregon and Washington; Associated Wholesale Grocers purcha

North and West Texas, in a transaction that offered significant synergies and added a differentiated upscale store format, -Market Street," to the Albertsons portfolio. At the time of the United acquisition, United operated 51 traditional, specialty and Hispanic retail food stores under its United Superma

practices. Recent examples include the expansion of our O Organics offering across banners, the accelerated roll-out of signature products such as Albertsons' fresh fruit and vegetables cut in-store and a broader assortment and new fixtures for our wine and floral shops, implementing Safeway's successful

ted to the NAI acquisition not being subject to income taxes; the effects of the accounting for income taxes related to the intercompany sale of the Albertsons banners from NAI to Albertson's LLC immediately after the NA] acquisition; and the operating loss of NAI. As part of the IPO-Related Transactions,

rtion of our computer network that processes payment card transactions for retail store locations for our Shaw's. Star Market, Acme, Jewel-Osco and Albertsons retail banners. On September 29, 2014, we announced that we had experienced a second and separate criminal intrusion. We believe these were attempts

both strong local presence and national scale. As of June 20, 2015, we operated 2,205 stores across 33 states under 18 well-known banners, including Albertsons, Safeway, Vons, Jewel-Osco, Shaw's, Acme, Tom Thumb, Randslls, United Supermarkets, Pavilions, Star Market and Carrs. We operate in 121 MSAs and ar

Amendment No. 3 to Form S-I Table of Content' t Albertsons lhall11111=11 Working together to be the letavial eoced radet ." atoktm star: mum% £Alb0rtsons SAFEWAY() IICE.= (&) srarwa A[Utuzzsa awes 0 0 '