SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: October 22, 1997
THE KROGER CO.
(Exact name of registrant as specified in its charter)
An Ohio Corporation No. 1-303 31-0345740
(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Number)
1014 Vine Street
Cincinnati, OH 45201
(Address of principal
executive offices)
Registrant's telephone number: (513) 762-4000
Item 5. Other Events
On October 22, 1997, the Company released its earnings
for the Third Quarter 1997 in the form attached hereto
as Exhibit 99.1.
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Item 7. Financial Statements and Exhibits
(c) Exhibits
99.1 Other Exhibits--Earnings Release for Third
Quarter 1997
<PAGE>
SIGNATURE
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 hereto duly authorized.
THE KROGER CO.
October 22, 1997 By: (Paul W. Heldman)
Paul W. Heldman
Vice President, Secretary
and General Counsel
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EXHIBIT INDEX
Exhibit
99.1 Other Exhibits--Earnings Release for Third Quarter
1997
EXHIBIT 99.1
------------
KROGER 3RD QTR PER SHARE BEFORE CHARGE:
36 CENTS VS 27 CENTS
CINCINNATI, Ohio, October 22, 1997 --- The Kroger Co.
(NYSE: KR) said today that 1997 third quarter earnings per share
before an extraordinary charge increased 33 percent to 36 cents
per fully diluted share from 27 cents in last year's third
quarter.
The Company said its third quarter results established new
records for net earnings, earnings per share, cash flow, and
sales. Last year's earnings per share were reduced approximately
one cent from the effect of work stoppages in Colorado.
Earnings before the extraordinary charge increased 33
percent to $96.5 million from $72.3 million in the 1996 third
quarter. After the extraordinary charge of $0.8 million for the
early retirement of debt, Kroger's net earnings were $95.7
million versus $71.4 million in the prior year quarter.
Operating cash flow (earnings before interest, taxes
and depreciation) rose 12.6 percent to $358.5 million, compared
to $318.4 million in last year's third quarter.
Total sales rose 4.7 percent to $7.69 billion from $7.34
billion. Identical food store sales decreased 0.7 percent in the
quarter, reflecting food cost deflation as well as the impact of
Kroger store openings on nearby Company stores. Comparable store
sales, which include results from expanded and relocated stores,
increased 2.5 percent.
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Kroger Chairman and Chief Executive Officer Joseph A.
Pichler said the Company's third quarter results were especially
satisfying because of the challenging sales environment in which
they were achieved. "Despite cost deflation and continued
intense competition for sales, Kroger's performance remains
strong," Pichler said.
During the third quarter, interest expense declined 7.2
percent to $85.2 million. Total net debt at the end of the third
quarter was $3.27 billion, a decrease of $355 million from the
1996 third quarter.
Kroger opened or expanded 26 food stores in the third
quarter, compared to 31 new stores and expansions in the previous
year quarter.
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The Kroger Co.
Sales and Earnings
3rd Qtr 3rd Qtr Percent
10/4/97 10/5/96
________ _________ _______
Sales $7,686,639,826 $7,343,132,896 4.7
============== ============== ======
EBITD <F1>$ 358,495,988 $ 318,361,978 12.6
LIFO $ (3,000,000) $ (7,700,000)
Interest $ (85,213,482) $ (91,829,325)
Depreciation
$ (112,008,527) $ (101,192,335)
_______________ _______________
Pre-tax earnings
before extraordinary
item $ 158,273,979 $ 117,640,318
Tax expense
$ (61,744,165) $ (45,291,522)
______________ ______________
Earnings before
extraordinary
item $ 96,529,814 $ 72,348,796 33.4
Extraordinary
item <F2>$ (801,951) $ (927,993)
_______________ _______________
Net earnings
$ 95,727,863 $ 71,420,803
=============== ===============
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Primary earnings
(loss) per common
share:
From operations $0.36 $0.28
From extraordinary
item <F2> $0.00 $0.00
________ _________
Primary net earnings
per common share $0.36 $0.28
======== ==========
Fully-diluted earnings
(loss) per common
share:
From operations $0.36 $0.27
From extraordinary
item <F2> ($0.00) ($0.00)
_________________ ________________
Fully-diluted net earnings
per common share
$0.36 $0.27
================= ================
Number of shares used
in primary per share
calculation 267,519,130 262,999,982
Number of shares used
in fully-diluted per share
calculation 268,042,921 264,553,622
<F1> EBITD represents pre-tax earnings before interest,
depreciation, and LIFO but after the costs associated with the
adoption of FASB 106.
<F2> Represents the after-tax loss from the early retirement of
debt.
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3 Qtrs 3 Qtrs Percent
10/4/97 10/5/96
________ _________ _______
Sales $20,057,846,561 $18,971,752,578 5.7
=============== ============== ======
EBITD <F1>$ 1,003,966,978 $ 874,325,214 14.8
LIFO $ (11,000,000) $ (14,700,000)
Interest $ (223,313,123) $ (232,977,886)
Depreciation
$ (285,584,294) $ (257,189,494)
_______________ _______________
Pre-tax earnings before
cumulative effect adjustment and
extraordinary
loss $ 484,069,561 $ 369,457,834
Tax
expense $ (187,142,819) $ (142,241,265)
______________ ______________
Earnings before
cumulative effect adjustment and
extraordinary
loss $ 296,926,742 $ 227,216,569 30.7
Extraordinary
loss <F2> $ (9,044,804) $ (2,777,708)
______________ ________________
Net earnings
$ 287,881,938 $ 224,438,861 28.3
============== ================
Primary earnings (loss)
per common
share:
From operations $1.11 $0.87
From extraordinary
loss <F2> ($0.03) ($0.01)
______________ ________________
Primary net earnings
per common share
$1.08 $0.86
============== ================
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Fully-diluted earnings (loss)
per common share:
From operations $1.11 $0.86
From extraordinary
loss <F2> ($0.03) ($0.01)
____________ __________
Fully-diluted net earnings
per common share
$1.08 $0.85
============ ==========
Number of shares used in
primary per share
calculation 266,804,695 262,019,628
Number of shares used in
fully-diluted per share
calculation 268,291,887 263,964,346
<F1> EBITD represents pre-tax earnings before interest,
depreciation and LIFO but after the costs associated with the
adoption of FASB 106.
<F2> Represents the after-tax loss from the early retirement of
debt.
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