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4-Traders Homepage  >  Equities  >  Nyse  >  SUPERVALU INC.    SVU

Delayed Quote. Delayed  - 07/29 07:38:34 pm
4.675 USD   +0.54%
07/27DJWhole Foods Profit Falls; Sales Slip
07/27 SUPERVALU : stock dips after profits, sales drop in spring quarter
07/27DJSUPERVALU : Shares Drop as Earnings Miss Views
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SUPERVALU : MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

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07/27/2016 | 10:59pm CEST
(Dollars and shares in millions, except per share data)
This Management's Discussion and Analysis of Financial Condition and Results of
Operations should be read in conjunction with the unaudited Condensed
Consolidated Financial Statements contained in this Quarterly Report on Form
10-Q, the information contained under the caption "Cautionary Statements for
Purposes of the Safe Harbor Provisions of the Private Securities Litigation
Reform Act" in this Quarterly Report on Form 10-Q and the information in the
Company's Annual Report on Form 10-K for the fiscal year ended February 27,
2016.
EXECUTIVE OVERVIEW
First Quarter of Fiscal 2017 Highlights
Financial highlights for the first quarter of fiscal 2017 compared to the first
quarter of fiscal 2016 include:
•   Net sales were $5,196, a decrease of $211 or 3.9 percent, primarily due to
    lost Wholesale customers and lower sales to existing Wholesale customers,
    lower identical store sales in our Retail and Save-A-Lot businesses and lost
    Save-A-Lot licensees, offset in part by new corporate Save-A-Lot and Retail
    stores.

• Gross profit was $779, a decrease of $31 or 3.8 percent, which included lower

gross profit as a result of declines in sales in our Retail and Wholesale

businesses, and lower transition services fees.

• Operating earnings were $133, a decrease of $25 or 15.8 percent, primarily

    due to lower gross profit from decreased sales and higher employee-related
    costs from new stores, offset in part by lower pension expense in selling and
    administrative expenses.

• Net cash provided by operating activities of continuing operations increased

$10 primarily due to lower benefit plan contributions, offset in part by

higher levels of cash utilized in operating assets and liabilities.

• Net cash used in investing activities of continuing operations decreased $9

primarily due to a reduction in cash paid for intangible and other assets,

offset in part by an increase in cash paid for capital expenditures.

• Net cash used in financing activities of continuing operations increased $39

    primarily due to higher levels of required prepayments of the Secured Term
    Loan Facility in the first quarter of fiscal 2017, offset in part by higher
    levels of net borrowings under the Revolving ABL Credit Facility.



Business Strategies and Initiatives
The Company's vision, which has and will continue to guide its strategic and
operational decisions, is to become the leading distributor of consumable
products and provider of services to retailers in the United States. Initiatives
in each of the Company's segments include:
Wholesale:
•   Targeting sales growth by continuing to affiliate new customers, including

larger chain businesses, and more aggressively pursuing external growth and

market opportunities


•      On July 5, 2016, the Company announced it had entered into a long-term
       supply agreement with Indiana-based Marsh Supermarkets to serve as its
       primary grocery wholesaler and to provide certain professional services to
       the grocery chain. Founded in 1931 and headquartered in Indianapolis,
       Indiana, Marsh operates approximately 70 Marsh Supermarkets and O'Malia
       Food Markets across Indiana and Ohio. The transition of stores is expected
       to be completed by approximately the end of September 2016.


•      On July 13, 2016, the Company announced it had entered into a definitive
       agreement to acquire 22 Food Lion grocery stores that are being sold in
       connection with the merger between Ahold and Delhaize. The 22 Food Lion
       stores are located in northern West Virginia, western Maryland, south
       central Pennsylvania and northwestern Virginia. The acquired stores will
       be converted to the Company's Shop 'N Save format and at least initially
       be operated by the Company. The Company is in discussions with certain of
       its wholesale customers and the Federal Trade Commission on ways for its
       wholesale customers to have an interest in these stores going forward.


•   Driving sales to existing customers through fresh product offerings, such as
    produce, and by enhancing the Company's professional services offerings,
    including merchandise and promotional planning, design and back-office
    technical and financial services

• Improving the efficiency of the Company's operations, including its

information technology infrastructure and maximizing the use of trucking

miles and warehouse capacity

• Strengthening core merchandising and marketing programs, including leveraging

    the Company's private-label programs such as the Essential Everyday® and
    Equaline® labels while marketing and adding depth to the Wild Harvest® and
    Culinary Circle® brands



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Save-A-Lot:

• Increasing sales and performance in the existing Save-A-Lot network of stores

    by expanding the sales per square foot of existing corporate stores through
    store resets, product assortment alterations, ad strategy changes, continued
    refinement of private-label programs, and differentiation through fresh
    offerings


•      The Company acquired the America's Choicesm brand and will be enhancing
       its private label assortment with the introduction of new and innovative
       items under this label


•   Growing the Save-A-Lot store footprint through new corporate and licensed

store openings

• Optimizing the store network including by opportunistically converting

corporate stores to licensed stores and vice versa for profitable growth

• Improving operational efficiencies and managing costs to offer compelling

value to customers

Retail:

• Driving profitable sales by investing in price, optimizing promotions and

enhancing product offerings and displays with local, growing and private

label categories

• Driving store performance by managing inventory levels and reducing inventory

shrink rates, as well as standardizing certain store processes

• Continued development and sales penetration of the Company's private label

product offerings, including organic products, by providing innovative

products in multiple channels across Retail and Wholesale

• Investing capital on new stores, relocations and targeted store remodels

Corporate:

• Continued management of the Company's overhead cost structure to enable

investments in lower prices to customers

• Providing high-quality administrative support services by enhancing the

Company's service offerings and information technology systems

• Continued exploration of a potential separation of the Save-A-Lot business


•      On June 9, 2016, Save-A-Lot, Inc. filed an Amendment No. 1 to Form 10 with
       the SEC as part of Save-A-Lot's potential separation from the Company into
       a stand-alone, publicly traded company.


•      Building a quality Save-A-Lot management team, including having appointed
       Eric Claus as Chief Executive Officer, who brings over thirty years of
       experience in the retail industry where he has gained deep experience in
       both hard discount and grocery retail in both the United States and
       Canada.


Impact of Inflation and Deflation
The Company monitors product cost inflation and deflation and evaluates whether
to absorb cost increases or decreases, or pass on pricing changes. The Company
has experienced a mix of inflation and deflation across product categories
within all three of its business segments during the first quarter of fiscal
2017, with higher levels of deflation within the meat product category.
In aggregate across all of the Company's businesses and taking into account the
mix of products, management estimates the Company's businesses experienced
slight cost deflation in the first quarter of fiscal 2017. All segments incurred
cost deflation within the meat and egg product categories. Management estimates
Save-A-Lot incurred cost deflation in the mid-single digits as a percentage in
the first quarter of fiscal 2017. Cost deflation continues to be greater within
Save-A-Lot, particularly within its licensee distribution business, compared to
Wholesale and Retail, due to product mix and product sourcing on private-label
products.
Changes in merchandising, customer buying habits and competitive pressures
create inherent difficulties in measuring the impact of inflation and deflation
on Net sales and Gross profit.
Competitive Environment
The United States grocery channel is highly competitive and management expects
operating results will continue to be impacted by the effects of operating in a
highly competitive and price-sensitive marketplace.
Services Agreements
The Company provides back-office administrative support services under the TSA
with NAI and Albertson's LLC and is also providing services as needed to
transition and wind down the TSA with NAI and Albertson's LLC. The Company
estimates that the complete transition and wind down of the TSA with NAI and
Albertson's LLC could take approximately two to three more years.

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In connection with Haggen's bankruptcy process, Haggen has now closed or sold all 164 of its stores. The transition and wind down of the Haggen transition services agreement occurred in the first quarter of fiscal 2017, with the Company now providing limited services in connection with the wind down of the Haggen estate. The Company is focused on driving professional services sales to existing and new customers through enhanced offerings, including merchandise and promotional planning, store design and back-office technical and financial services, which is one component of the Company's plans to mitigate the impact of the wind down of the transition services agreements with NAI, Albertson's LLC and Haggen.

RESULTS OF OPERATIONS


The following table summarizes operating data we believe is important to our
business:
                                                                   First Quarter Ended
                                                                June 18,        June 20,
                                                                  2016            2015
Results of Operations                                           (16 weeks)      (16 weeks)
Net sales                                                     $    5,196      $     5,407
Cost of sales                                                      4,417            4,597
Gross profit                                                         779              810
Selling and administrative expenses                                  646              652
Operating earnings                                                   133              158
Interest expense, net                                                 60               59
Equity in earnings of unconsolidated affiliates                       (1 )             (2 )
Earnings from continuing operations before income taxes               74              101
Income tax provision                                                  27               38
Net earnings from continuing operations                               47               63
Income from discontinued operations, net of tax                        -                1
Net earnings including noncontrolling interests                       47               64
Less net earnings attributable to noncontrolling interests            (1 )             (3 )
Net earnings attributable to SUPERVALU INC.                   $       46      $        61

Diluted continuing operations net earnings per share attributable to SUPERVALU INC.

                                $     0.17      $      0.23
Weighted average shares outstanding-diluted                          267              268
Other Statistics
Depreciation and amortization                                 $       86      $        83
Capital expenditures(1)                                       $       66      $        49
Adjusted EBITDA(2)                                            $      222      $       246
Financial Position
Working capital(3)                                            $      420      $       137
Total assets                                                  $    4,373      $     4,491
Total debt and capital lease obligations                      $    2,485      $     2,712
Stores Supplied and Operated:
Wholesale primary stores                                           1,773            1,857
Save-A-Lot licensee stores                                           896              902
Save-A-Lot corporate stores                                          472              433
Retail stores                                                        201              197
Subtotal                                                           3,342            3,389
Wholesale secondary stores                                           203              208
Total number of stores                                             3,545            3,597


(1)  Capital expenditures include cash payments for purchases of property, plant
     and equipment and non-cash capital lease additions, and exclude cash
     payments for business acquisitions.


(2)  Adjusted EBITDA is a non-GAAP financial measure that the Company provides as
     a supplement to its results of operations and related analysis, and should
     not be considered superior to, a substitute for or an alternative to any
     financial measure of performance prepared and presented in accordance with
     GAAP. Refer to the "Non-GAAP Financial Measures" section below for
     additional information regarding the Company's use of non-GAAP financial
     measures.


(3)  Working capital of continuing operations is calculated using the first-in,
     first-out method for inventories, after adding back the last-in, first-out
     method ("LIFO") reserve. The LIFO reserve was $217 and $214 as of June 18,
     2016 and June 20, 2015, respectively.




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First Quarter of Fiscal 2017
Net Sales
The following table outlines the composition of and variances in Net sales:
                        First Quarter Ended                 Variance
                    June 18,           June 20,
                       2016               2015
                    (16 weeks)         (16 weeks)      Dollars    Percent
Wholesale       $     2,275          $       2,462    $  (187 )    (7.6 )%
Save-A-Lot            1,432                  1,408         24       1.7  %
Retail                1,431                  1,473        (42 )    (2.9 )%
Corporate                58                     64         (6 )    (9.4 )%
Total Net sales $     5,196          $       5,407    $  (211 )    (3.9 )%


Segment sales variances
Wholesale's net sales decrease is primarily due to $175 of lost sales to stores
no longer supplied by the Company and $71 of lower sales to existing customers,
including lower military sales, offset in part by $66 from increased sales to
new stores operated by existing customers and new customers. Lost sales to
stores no longer supplied by the Company include the impact of certain
Albertson's LLC stores in the Southeast region that have transitioned to
self-distribution and ceasing distribution to Haggen stores.
Save-A-Lot's net sales increase is primarily due to $50 of sales at new
corporate stores, $11 of higher sales from corporate store conversions and $5 of
higher sales from new licensee stores, offset in part by $15 of lower sales due
to closed corporate stores, $13 of lower identical licensee store sales, $6 of
lower identical corporate store sales and $5 of lower other revenue. Save-A-Lot
had lower network and corporate identical store sales in the first quarter of
fiscal 2017, as indicated in the table below, which was driven by lower units
sold.
Retail's net sales decrease is primarily due to $62 of lower sales from negative
identical store sales, $6 of lower sales from closed stores and $5 of lower fuel
sales, offset in part by a $31 sales increase from acquired and new stores. The
lower Retail identical store sales in the first quarter of fiscal 2017 were
driven by lower customer counts.
Corporate's net sales decrease of $6 was primarily driven by a lower number of
stores serviced under transition services agreements.
Identical store sales variances
The following table summarizes identical store sales variances in percentages
for the first quarter of fiscal 2017 compared to the first quarter of fiscal
2016:
                                            June 18,
                                              2016
                                            (16 weeks)
Save-A-Lot Network:
Identical store sales percent variance(1)     (1.4 )%
Save-A-Lot Corporate Stores:
Identical store sales percent variance(2)     (1.0 )%
Average basket percent variance(3)            (1.7 )%
Customer count percent variance(4)             0.7  %

Retail:

Identical store sales percent variance(5) (4.5 )% Average basket percent variance(3)

            (0.4 )%
Customer count percent variance(4)            (4.1 )%


(1)  Save-A-Lot network identical store sales are defined as the sales
     attributable to Company-operated stores and sales to licensee stores
     operating for four full quarters, including store expansions and excluding
     planned store dispositions.


(2)  Save-A-Lot corporate stores identical store sales are defined as the sales
     attributable to Company-operated stores operating for four full quarters,
     including store expansions and excluding planned store dispositions.


(3)  Average basket is defined as the average purchases by our customers per
     transaction within our corporate retail stores operating for four full
     quarters, including store expansions and excluding fuel and planned store
     dispositions.



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(4)  Customer count is defined as the number of transactions by our retail
     customers within our corporate retail stores operating for four full
     quarters, including store expansions and excluding fuel and planned store
     dispositions.


(5)  Retail identical store sales are defined as net sales from stores operating
     for four full quarters, including store expansions and excluding fuel and
     planned store dispositions.


Gross Profit
The following table outlines the composition of and variances in Gross profit:
                                 First Quarter Ended
                        June 18,        June 20,
                          2016            2015
                        (16 weeks)      (16 weeks)     Variance
Wholesale             $       109     $       122     $   (13 )
% of Wholesale sales          4.8 %           4.9 %      (0.1 )%
Save-A-Lot                    230             223           7
% of Save-A-Lot sales        16.0 %          15.8 %       0.2  %
Retail                        381             400         (19 )
% of Retail sales            26.6 %          27.2 %      (0.6 )%
Corporate                      59              65          (6 )
Total Gross profit    $       779     $       810     $   (31 )
% of total Net sales         15.0 %          15.0 %         -  %


Wholesale gross profit decreased $13, or 10 basis points as a percentage of net
sales, primarily due to $9 of lower gross profit from decreased sales and $7 of
higher employee-related costs primarily driven by higher logistics support,
offset in part by $3 of reduced costs from incremental vendor back-haul
allowances.
Save-A-Lot gross profit increased $7, or 20 basis points as a percentage of net
sales, primarily due to $9 of higher gross profit from increased sales and $4 of
higher base margins driven by higher product margin rates, offset in part by $6
of higher inventory shrink costs. Save-A-Lot cost of sales and gross profit, and
our total business Cost of sales and Gross profit, increase together as our
Save-A-Lot corporate stores comprise a greater percentage of our total store
network, which can be driven by licensee conversions and new corporate stores.
Retail gross profit decreased $19, or 60 basis points as a percentage of net
sales, primarily due to $12 of lower gross profit from decreased sales and $10
of lower base margins from strategic investments to lower prices to customers,
including higher promotional activities.
Corporate gross profit decreased $6 primarily driven by a lower number of stores
serviced under transition services agreements.
Selling and Administrative Expenses
Selling and administrative expenses for the first quarter of fiscal 2017 were
$646 or 12.4 percent of Net sales, compared with $652 or 12.1 percent of Net
sales last year, a decrease of $6 or 0.9 percent. Selling and administrative
expenses for the first quarter of fiscal 2017 included net costs of $1,
comprised of costs related to the potential separation of Save-A-Lot of $3,
offset in part by a sales and use tax refund of $2. Selling and administrative
expenses for the first quarter of fiscal 2016 included $3 of costs related to
the potential separation of Save-A-Lot. When adjusted for these items, the
remaining $4 decrease in Selling and administrative expenses is primarily due to
$15 of lower pension expense, $5 of lower stock-based compensation and benefits
expense, and $2 of favorable bad debt reserve adjustments, offset in part by $8
of higher employee wages and salaries, $7 of higher contracted services and $4
of higher Save-A-Lot occupancy costs.

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Operating Earnings
The following table outlines the composition of and variances in Operating
earnings:
                                    First Quarter Ended
                           June 18,        June 20,
                             2016            2015
                           (16 weeks)      (16 weeks)     Variance
Wholesale                $        64     $        77     $   (13 )
% of Wholesale sales             2.8 %           3.1 %      (0.3 )%
Save-A-Lot                        39              51         (12 )
% of Save-A-Lot sales            2.7 %           3.6 %      (0.9 )%
Retail                             8              33         (25 )
% of Retail sales                0.6 %           2.2 %      (1.6 )%
Corporate                         22              (3 )        25

Total Operating earnings $ 133 $ 158 $ (25 ) % of total Net sales

             2.6 %           2.9 %      (0.3 )%


Wholesale operating earnings for the first quarter of fiscal 2017 decreased $13,
or 30 basis points as a percentage of net sales, due to $9 of lower gross profit
from decreased sales and $7 of higher employee-related costs primarily driven by
higher logistics support, offset in part by $3 of reduced costs from incremental
vendor back-haul allowances and $2 of favorable bad debt reserve adjustments.
Save-A-Lot operating earnings for the first quarter of fiscal 2017 decreased
$12, or 90 basis points as a percentage of net sales, primarily due to $11 of
higher employee-related costs driven by new corporate stores, $6 of higher
inventory shrink costs and $6 of higher occupancy costs and depreciation expense
driven by new corporate stores, offset in part by $9 of higher gross profit from
increased sales and $4 of higher base margins driven by higher product margin
rates.
Retail operating earnings for the first quarter of fiscal 2017 decreased $25, or
160 basis points as a percentage of net sales, primarily due to $12 of lower
gross profit from decreased sales and $10 of lower base margins from strategic
investments to lower prices to customers, including higher promotional
activities.
Corporate operating earnings for the first quarter of fiscal 2017 increased $25.
Corporate operating earnings for the first quarter of fiscal 2017 included net
costs of $1, comprised of costs related to the potential separation of
Save-A-Lot of $3, offset in part by a sales and use tax refund of $2. Corporate
operating loss for the first quarter of fiscal 2016 included $3 of costs related
to the potential separation of Save-A-Lot. When adjusted for these items, the
remaining increase of $23 is primarily due to $15 of lower pension expense, $11
of lower employee-related costs, including lower stock-based compensation and
benefits expense, and $5 of lower other administrative costs, offset in part by
$6 of lower transition services fees.
Interest Expense, Net
Interest expense, net was $60 for the first quarter of fiscal 2017, compared
with $59 last year. Interest expense, net for the first quarter of fiscal 2017
included charges of $7 related to the amendment and prepayments of the Secured
Term Loan Facility, comprised of unamortized financing cost charges of $5 and
refinancing costs of $2. When adjusted for these items, Interest expense, net,
decreased $6 primarily due to lower average outstanding debt balances.
Income Tax Provision
Income tax expense for the first quarter of fiscal 2017 was $27 or 36.6 percent
of earnings from continuing operations before income taxes, compared with an
income tax expense of $38 or 36.9 percent of earnings from continuing operations
before income taxes for the first quarter last year. The decrease in the
effective tax rate is primarily due to a favorable change in the mix of income
among state taxing jurisdictions, partially offset by lower year over year
discrete benefits.

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Net Earnings from Continuing Operations
Net earnings from continuing operations for the first quarter of fiscal 2017
were $47, compared with $63 last year. Net earnings from continuing operations
for the first quarter of fiscal 2017 included net after-tax charges and costs of
$6, comprised of unamortized financing cost charges, debt refinancing costs and
costs related to the potential separation of Save-A-Lot, offset in part by a
sales and use tax refund. Net earnings from continuing operations for the first
quarter of fiscal 2016 included $2 of after-tax costs related to the potential
separation of Save-A-Lot. When adjusted for these items, the remaining $12
after-tax decrease in net earnings from continuing operations is due to the
variances discussed in the Operating Earnings, Interest Expense, Net and Income
Tax Provision sections above.
NON-GAAP FINANCIAL MEASURES
The Company's Condensed Consolidated Financial Statements are prepared and
presented in accordance with generally accepted accounting principles ("GAAP").
In addition to the above analysis of results of operations, the Company also
considers certain other non-GAAP financial measures to assess the performance of
our businesses. The measures and items identified below, such as Adjusted
EBITDA, are provided as a supplement to our results of operations and related
analysis, and should not be considered superior to, a substitute for or an
alternative to any financial measure of performance prepared and presented in
accordance with GAAP. Investors are cautioned that there are material
limitations associated with the use of non-GAAP financial measures as an
analytical tool. Certain adjustments to our GAAP financial measures reflected
below exclude certain items that are recurring in nature and may be reflected in
our financial results for the foreseeable future. These measurements and items
may be different from non-GAAP financial measures used by other companies. All
measurements are provided with a reconciliation from a GAAP measurement. The
non-GAAP financial measures below should only be considered as an additional
supplement to the Company's financial results reported in accordance with GAAP
and should be reviewed in conjunction with the Company's results prepared in
accordance with GAAP in this Quarterly Report on Form 10-Q and in the Company's
Annual Report on Form 10-K for the fiscal year ended February 27, 2016.
The Company utilizes certain non-GAAP measures, including Adjusted EBITDA, to
analyze underlying core business trends to understand operating performance and
as a compensation performance measure. Adjusted EBITDA is a non-GAAP
supplemental performance measure the Company uses to facilitate operating
performance comparisons of our businesses on a consistent basis. In addition,
management believes Adjusted EBITDA as a measure of business performance
provides investors with useful supplemental information. Adjusted EBITDA
provides additional understanding of other factors and trends affecting our
business, which are used in the business planning process to understand expected
performance, to evaluate results against those expectations, and as one of the
compensation performance measures under certain compensation programs and plans.
The Company defines Adjusted EBITDA as Net earnings (loss) from continuing
operations, plus Interest expense, net and Income tax provision (benefit), less
Net earnings attributable to noncontrolling interests calculated in accordance
with GAAP, plus non-GAAP adjustments for Depreciation and amortization, LIFO
charge (credit), certain employee-related costs and pension-related charges
(including severance costs, pension settlement charges, multiemployer pension
withdrawal charges, accelerated stock-based compensation charges and other
items), certain non-cash asset impairment and other charges (including asset
write-offs, store closures and market exits), certain gains and losses on the
sale of property, goodwill and intangible asset impairment charges, costs
related to the separation of businesses, legal settlement charges and gains,
contract breakage costs and certain other non-cash charges or items as
determined by management.
These items are omitted either because they are non-cash items or are items that
are not considered in our supplemental assessment of our on-going business
performance. Certain of these adjustments are considered in similar supplemental
analyses by other companies, such as Depreciation and amortization, LIFO charge
(credit) and certain other adjustments. Adjusted EBITDA is less disposed to
variances in actual performance resulting from depreciation, amortization and
other non-cash charges and credits, and more reflective of other factors that
affect the Company's underlying operating performance.
There are significant limitations to using Adjusted EBITDA as a financial
measure including, but not limited to, it not reflecting cash expenditures for
capital assets or contractual commitments, changes in working capital, income
taxes and debt service expenses that are recurring in the Company's results of
operations.

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The following table reconciles Adjusted EBITDA to Net earnings from continuing
operations:
                                                                    First Quarter Ended
                                                                June 18,          June 20,
                                                                   2016              2015
                                                                (16 weeks)        (16 weeks)
Net earnings from continuing operations                       $        47       $         63
Less net earnings attributable to noncontrolling interests             (1 )               (3 )
Income tax provision                                                   27                 38
Interest expense, net                                                  60                 59
Depreciation and amortization                                          86                 83
LIFO charge                                                             2                  3
Costs related to the potential separation of Save-A-Lot                 3                  3
Sales and use tax refund                                               (2 )                -
Adjusted EBITDA                                               $       222       $        246



LIQUIDITY AND CAPITAL RESOURCES
Liquidity and Capital Resource Highlights
•   Unused available credit under the Revolving ABL Credit Facility decreased to

$732 from $744 as of June 18, 2016 compared to February 27, 2016.

• In the first quarter ended June 18, 2016, the Secured Term Loan Credit

    Facility was amended to permit Supervalu and its subsidiaries to undertake
    certain transactions reasonably determined by Supervalu to be necessary to
    effectuate a separation of Save-A-Lot. The interest rate for the term loan
    increased from LIBOR plus 3.50 percent to LIBOR plus 4.50 percent with a
    floor on LIBOR remaining at 1.00 percent subject to a further increase of
    0.25 percent if certain credit rating conditions are not satisfied.

• As of June 18, 2016, scheduled debt maturities and mandatory prepayments due

    in the remainder of fiscal 2017 were $0, exclusive of any potential Excess
    Cash Flow and other prepayment requirements under the Secured Term Loan
    Facility.

• Payments to reduce Capital lease obligations are expected to be $16 for the

remainder of fiscal 2017 and approximately $24 in fiscal 2018.

• Working capital increased $142 to $420 as of June 18, 2016 from $278 as of

    February 27, 2016, excluding the impacts of the LIFO reserve, primarily due
    to the $99 prepayment of the Secured Term Loan Facility made in the first
    quarter of fiscal 2017 and higher Wholesale and Save-A-Lot inventories.

• Management expects that the Company will be able to fund debt maturities

    through internally generated funds, borrowings under the Revolving ABL Credit
    Facility, additional term loans under the Secured Term Loan Facility (subject
    to identifying term loan lenders or other institutional lenders and
    satisfying certain terms and conditions) or through new debt issuances.

• Total debt was $2,257 and $2,297 as of June 18, 2016 and February 27, 2016,

respectively, net of unamortized debt financing costs and original issue

discount, under senior secured credit agreements and debentures.

• No minimum pension contributions are required under ERISA for fiscal 2017.

Sources and Uses of Cash Management expects that the Company will continue to replenish operating assets with internally generated funds and pay down debt obligations with internally generated funds and new debt issuances or existing credit facilities. A significant reduction in operating earnings or the incurrence of operating losses could have a negative impact on the Company's operating cash flow, which may limit the Company's ability to pay down its outstanding indebtedness as planned. The Company's credit facilities are secured by a substantial portion of the Company's total assets and certain subsidiary equity interests. The Company's primary sources of liquidity are from internally generated funds and from borrowing capacity under its credit facilities. The Company will continue to obtain short-term or long-term financing from its credit facilities. Long-term financing will be maintained through existing and new debt issuances and its credit facilities. The Company's short-term and long-term financing abilities are believed to be adequate as a supplement to internally generated cash flows to fund debt obligations and capital expenditures as opportunities arise. There can be no assurance, however, that the Company's business will continue to generate cash flow at current levels or that it will continually have access to credit on acceptable terms. Maturities of debt issued will depend on management's views with respect to the relative attractiveness of interest rates at the time of issuance and other debt maturities.


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Primary uses of cash include debt servicing and maturities, capital
expenditures, working capital maintenance, contributions to various benefit
plans and income tax payments. The Company's working capital needs are generally
greater during the months leading up to high sales periods, such as the time
period from prior to Thanksgiving through December. The Company typically
finances these working capital needs with cash provided from operating
activities and short-term borrowings. Inventories are managed primarily through
demand forecasting and replenishing depleted inventories. Strategic and
operational investments in the Company's businesses are funded by cash provided
from operating activities and on a short-term basis through available liquidity.
The Company's continued access to short-term and long-term financing through
credit markets depends on numerous factors including the condition of the credit
markets and the Company's results of operations, cash flows, financial position
and credit ratings.
The Company does not pay dividends, and there is no current intent to pay
dividends. The Company is limited in the aggregate amount of dividends that it
may pay under the terms of its Secured Term Loan Facility and its Revolving ABL
Credit Facility and would need to meet certain conditions under these credit
facilities before paying a dividend, as described in Note 5-Long-Term Debt in
Part I, Item 1 of this Quarterly Report on Form 10-Q. The payment of future
dividends is subject to the discretion of the Company's Board of Directors and
the requirements of Delaware law, and will depend on a variety of factors that
the Company's Board of Directors may deem relevant.
Cash Flow Information
The following summarizes our Condensed Consolidated Statements of Cash Flows:
                                                                 First Quarter Ended
                                                      June 18,         June 20,
                                                         2016            2015
                                                      (16 weeks)       (16 weeks)       Change
Cash flow activities
Net cash provided by operating activities -
continuing operations                               $        121     $       111     $       10
Net cash used in investing activities                        (61 )           (70 )            9
Net cash used in financing activities                        (58 )           (19 )          (39 )
Net cash provided by discontinued operations                   -               1             (1 )
Net increase in cash and cash equivalents                      2              23            (21 )
Cash and cash equivalents at beginning of period              57             114            (57 )

Cash and cash equivalents at the end of period $ 59 $ 137 $ (78 )



The increase in net cash provided by operating activities from continuing
operations in the first quarter of fiscal 2017 compared to last year is
primarily due to $36 of lower contributions to benefit plans, offset in part by
higher levels of cash utilized in operating assets and liabilities.
The decrease in net cash used in investing activities in the first quarter of
fiscal 2017 compared to last year is primarily due to a $21 net decrease in cash
paid for intangible and other assets, offset in part by a $12 increase in cash
paid for capital expenditures and business acquisitions.
The increase in net cash used in financing activities in the first quarter of
fiscal 2017 compared to last year is primarily due to a $92 increase in cash
paid towards debt and capital lease obligations, offset in part by the net
increase of $58 in borrowings under the Revolving ABL Credit Facility in the
first quarter of fiscal 2017.
Credit Facilities and Debt Agreements
Total debt and capital lease obligations decreased $39 to $2,485 as of June 18,
2016 from $2,524 as of February 27, 2016. The decrease in total debt and capital
lease obligations is primarily due to the $99 Secured Term Loan Facility excess
cash flow prepayment that was required to be paid in the first quarter of fiscal
2017 and $6 of payments to reduce capital leases, offset in part by $58 of
additional borrowings under the Revolving ABL Credit Facility and $7 of non-cash
capital lease additions.
Refer to Note 5-Long-Term Debt in Part I, Item 1 of this Quarterly Report on
Form 10-Q for a detailed discussion of the provisions of the Company's credit
facilities and certain long-term debt agreements and additional information.

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Capital Expenditures
Capital expenditures in the first quarter of fiscal 2017 were $66, including
capital lease additions but excluding cash paid for business acquisitions, and
primarily consisted of investments into new Save-A-Lot corporate and Retail
stores, store remodels and information technology investments. In addition,
during the first quarter of fiscal 2017, the Company paid $3 for four acquired
stores. Capital expenditures and cash paid for licensee business acquisitions
for fiscal 2017 are projected to be approximately $325 to $350, including
capital lease additions.
Pension and Other Postretirement Benefit Obligations
Cash contributions to defined benefit pension and other postretirement benefit
plans were $1 and $37 in the first quarter of fiscal 2017 and 2016,
respectively.
The Company anticipates fiscal 2017 discretionary pension contributions and
required minimum other postretirement benefit plan contributions will be
approximately $30 to $35, which primarily reflect discretionary defined benefit
pension contributions. The Company currently expects that no minimum
contributions will be required to the Company's pension plans in fiscal 2017.
The Company funds its defined benefit pension plans based on the minimum
contribution amount required under ERISA, the Pension Protection Act of 2006 and
other applicable laws, as determined by the Company's external actuarial
consultant, and additional contributions made at the Company's discretion. The
Company may accelerate contributions or undertake contributions in excess of the
minimum requirements from time to time subject to the availability of cash in
excess of operating and financing needs or other factors as may be applicable.
The Company assesses the relative attractiveness of the use of cash to
accelerate contributions considering such factors as expected return on assets,
discount rates, cost of debt, reducing or eliminating required PBGC variable
rate premiums or in order to achieve exemption from participant notices of
underfunding.
COMMITMENTS, CONTINGENCIES AND OFF-BALANCE SHEET ARRANGEMENTS
Guarantees
The Company has outstanding guarantees and is contingently liable under other
contractual arrangements. See Part I, Item I in Note 11-Commitments,
Contingencies and Off-Balance Sheet Arrangements under the caption "Guarantees
and Contingent Liabilities" of this Quarterly Report on Form 10-Q.
Legal Proceedings
The Company is a party to various legal proceedings arising from the normal
course of business as described in Part I, Item I, Note 11-Commitments,
Contingencies and Off-Balance Sheet Arrangements of this Quarterly Report on
Form 10-Q, none of which, in management's opinion, is expected to have a
material adverse impact on the Company's financial condition, results of
operations or cash flows.
Multiemployer Pension Plans
The Company contributes to various multiemployer pension plans, which are
primarily defined benefit pension plans, under collective bargaining
agreements. During the first quarters of fiscal 2017 and 2016, the Company
contributed $12 and $11, respectively, to these multiemployer pension plans.
There have been no material changes in the Company's multiemployer pension plan
arrangements since the end of fiscal 2016. Refer to Item 7 of the Company's
Annual Report on Form 10-K for the fiscal year ended February 27, 2016 for
information regarding these arrangements.
Contractual Obligations
Except as described below and in Note 5-Long-Term Debt in Part I, Item 1 of this
Quarterly Report on Form 10-Q, there have been no material changes in the
Company's contractual obligations since the end of fiscal 2016. Refer to Item 7
of the Company's Annual Report on Form 10-K for the fiscal year ended
February 27, 2016 for additional information regarding the Company's contractual
obligations.
In the first quarter of fiscal 2017, the Company entered into the third
amendment to the Secured Term Loan Facility in relation to its work to prepare
for the potential separation of the Save-A-Lot business. This third amendment
increased the interest rate for the Secured Term Loan Facility from LIBOR plus
3.50 percent to LIBOR plus 4.50 percent with the floor on LIBOR remaining at
1.00 percent, subject to further increase of 0.25 percent if certain rating
conditions are not satisfied. Interest on long-term debt contractual obligations
increased $10 for fiscal 2017, $28 for fiscal 2018-2019 and $3 for fiscal
2020-2021 as a result of the amendment.

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In the ordinary course of business, the Company enters into supply contracts to purchase products for resale and purchase and service contracts for fixed asset and information technology commitments. These contracts typically include either volume commitments or fixed expiration dates, termination provisions and other standard contractual considerations. As of June 18, 2016, the Company had approximately $331 of non-cancelable future purchase obligations.

CRITICAL ACCOUNTING POLICIES There were no material changes in the Company's critical accounting policies during the period covered by this Quarterly Report on Form 10-Q. Refer to the description of critical accounting policies included in Item 7 of the Company's Annual Report on Form 10-K for the fiscal year ended February 27, 2016.

RECENTLY ISSUED ACCOUNTING STANDARDS Refer to Note 1-Summary of Significant Accounting Policies in Part I, Item 1 of this Quarterly Report on Form 10-Q under the caption "Recently Issued Accounting Standards" for a discussion of other recently issued accounting standards not yet adopted by the Company, and for which the Company is currently evaluating their impact on its financial statements.


CAUTIONARY STATEMENTS FOR PURPOSES OF THE SAFE HARBOR PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT
Any statements contained in this Quarterly Report on Form 10-Q regarding the
outlook for the Company's businesses and their respective markets, such as
projections of future performance, guidance, statements of the Company's plans
and objectives, forecasts of market trends and other matters, are
forward-looking statements based on the Company's assumptions and beliefs. Such
statements may be identified by such words or phrases as "will likely result,"
"are expected to," "will continue," "outlook," "will benefit," "is anticipated,"
"estimate," "project," "believes," "intends" or similar expressions. These
forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those discussed in such
statements and no assurance can be given that the results in any forward-looking
statement will be achieved. For these statements, SUPERVALU INC. claims the
protection of the safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995. Any forward-looking statement
speaks only as of the date on which it is made, and we disclaim any obligation
to subsequently revise any forward-looking statement to reflect events or
circumstances after such date or to reflect the occurrence of anticipated or
unanticipated events.
Certain factors could cause the Company's future results to differ materially
from those expressed or implied in any forward-looking statements contained in
this report. These factors include the factors discussed in Part I, Item 1A of
the Company's Annual Report on Form 10-K for the fiscal year ended February 27,
2016 under the heading "Risk Factors," the factors discussed below and any other
cautionary statements, written or oral, which may be made or referred to in
connection with any such forward-looking statements. Since it is not possible to
foresee all such factors, these factors should not be considered as complete or
exhaustive.
Competition and Execution of Operations
•   The Company's ability to attract and retain customers, and the success of the

Company's wholesale customers and licensees and their ability to maintain and

grow sales

• Increased competition resulting from consolidation in the grocery industry,

and the Company's ability to effectively respond

• Competition from other food or drug retail chains, supercenters, hard

discount, dollar stores, online retailers, non-traditional competitors and

alternative formats in the Company's markets

• Customer reaction to the increased presence of competitors, including

non-traditional competitors, in the Company's markets

• Competition for employees, store sites and products

• The ability of the Company's Wholesale business to maintain or increase sales

and profitability due to wholesaler competition, increased competition faced

by customers and increased customer self-distribution

• The Company's ability to maintain or improve levels of identical store sales

and operating margins

• Changes in economic conditions or consumer preferences that affect consumer

spending or buying habits

• The success of the Company's promotional and sales programs and the Company's

ability to respond to the promotional and pricing practices of competitors

• The Company's ability to keep pace with changing customer expectations and

new developments and technology investments by competitors

Execution of Initiatives


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• The Company's ability to identify and effectively execute on performance

improvement and customer service initiatives

• The Company's ability to offer competitive products and services at low

prices and maintain high levels of productivity and efficiency

• The ability to grow by driving sales, attracting new customers and new

licensees and successfully opening new locations

• The ability to successfully execute on initiatives involving acquisitions or

dispositions

• The Company's ability to continue to become a more cost-efficient organization

• The Company's ability to respond appropriately to competitors' initiatives

• The Company's ability to execute on its exploration process for a separation

    of Save-A-Lot and, to the extent any transaction or other change in the
    Company's overall structure or business model is ultimately completed, to
    deliver anticipated benefits and enhanced shareholder value


Substantial Indebtedness
•   The impact of the Company's substantial indebtedness, including the

restrictive operating covenants in the underlying debt instruments, on its

business and financial flexibility

• The Company's ability to comply with debt covenants or to refinance or amend

the Company's debt obligations

• A downgrade in the Company's debt ratings, which may increase the cost of

borrowing or adversely affect the Company's ability to access one or more

financial markets

• The availability of favorable credit and trade terms

Increased Employee Benefit Costs and Labor Relations • Increased operating costs resulting from rising employee benefit costs

• Potential increases in health plan costs resulting from health care reform

• Pension funding obligations related to current and former employees of the

Company and the Company's divested operations

• Required funding of multiemployer pension plans and any withdrawal liability

• The effect of the financial condition of the Company's pension plans on the

Company's debt ratings

• The Company's ability to renegotiate labor agreements with its unions

• Resolution of issues associated with rising pension, healthcare and employee

benefit costs

• Potential for work disruption from labor disputes

Wind Down of Relationships with Albertson's LLC, New Albertson's, Inc. ("NAI") and Haggen • The Company's ability to effectively manage its cost structure and identify

    new revenue opportunities as the Transition Services Agreement with each of
    Albertson's LLC and NAI (collectively, the "TSA") wind down and with the wind
    down of the Transition Services Agreement with Haggen in the first quarter of
    fiscal 2017

• The Company's ability to provide services and transition and wind down

    services to NAI and Albertson's LLC under the TSA and the letter agreement
    regarding the transition and wind down of the TSA in an efficient manner that
    is not disruptive to the Company, while eliminating costs directly and not
    directly tied to providing these services

• The Company's ability to attract and retain qualified personnel to perform

services under the TSA

• The effect of the information technology intrusions that also impacted

Albertson's LLC and NAI

• Impact of the Albertson's acquisition of Safeway on the Company's operating

agreement under which the Company operates a distribution center owned by NAI

that services both NAI and certain of the Company's wholesale customers

Intrusions to and Disruptions of Information Technology Systems • Dependence of the Company's businesses on computer hardware and software

systems that are vulnerable to technical malfunction or security breach by

computer hackers and cyber terrorists

• Risk of misappropriation of sensitive data, including customer and employee

data, as a result of the information technology intrusions or any future

cyber-attack or breach and potential related claims

• Costs of responding to inquiries, claims or enforcement actions in connection

    with the information technology intrusions or any future attack or breach
    resulting in fees and penalties, the loss, damage or misappropriation of
    information, and potential related damage to the Company's reputation

• Inability to timely obtain future PCI DSS report on compliance that could

result in fines or assessments

• Costs of complying with stricter privacy and information security laws

• Ability of the information technology systems of the Company or its vendors

to operate properly and to prevent, contain or detect cyber-attacks or

security breaches

• Difficulties in developing, maintaining or upgrading information technology

systems

• Major disasters, business disruptions or losses resulting from failure of

    these systems to perform as anticipated for any reason or data theft,
    information espionage, or other criminal activity directed at the Company's
    computer or communications systems

• Inability to keep pace with changing customer expectations and new

    developments and technology investments by the Company's competitors,
    including relating to the increase in information sharing and multichannel
    retailing



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Economic Conditions
•   Worsening economic conditions, consumer confidence or unemployment rates,

each of which affect consumer spending or buying habits

• Increases in unemployment, insurance, healthcare or energy costs and changes

in commodity prices, which could impact consumer spending or buying habits

and the cost of doing business

• Increases in interest rates, labor costs and tax rates, and other changes in

applicable law

• Food and drug inflation or deflation

• The Company's ability to address the compression of pharmacy gross margins



Governmental Regulation
•   Costs of compliance with existing laws and regulations and changes in

applicable laws and regulations that impose additional requirements or

restrictions on the operation of the Company's businesses

• The ability to timely obtain permits, comply with government regulations or

    make capital expenditures required to maintain compliance with government
    regulations, including those governing ethical, anti-bribery and similar
    business practices

• Potential costs of compliance with additional foreign laws and regulations if

the Company seeks and attains a larger international footprint

• Potential costs of compliance with environmental laws and regulations,

including relating to disposal of hazardous waste and any required removal or

remediation of contamination at current or former locations



Food and Drug Safety
•   Events that give rise to actual or potential food contamination, drug

contamination or foodborne illness or injury or any adverse publicity

relating to these types of concerns, whether valid or not

• Potential recall costs and product liability claims or claims that the

Company's products are not of the quality or composition claimed



Legal Proceedings
•   Unfavorable outcomes and the costs to defend litigation, governmental or

administrative proceedings or other disputes, including those related to the

information technology intrusions experienced by the Company

• Adverse publicity related to such unfavorable outcomes

• Risks related to infringement of the Company's intellectual property rights

Severe Weather, Natural Disasters and Adverse Climate Changes • Property damage or business disruption resulting from severe weather

conditions and natural disasters that affect the Company and the Company's

customers or suppliers

• Unseasonably adverse climate conditions that impact the availability or cost

of certain products in the grocery supply chain

Disruption to Supply Chain and Distribution Network • The Company's ability to effectively maintain its supply chain and

distribution network without interruption

• Disruptions due to weather, product recalls, crop conditions, regulatory

actions, supplier instability, transportation interruptions, labor supply or

vendor disputes



Changes in Military Business
• Competition in the Company's military business


• Changes in the commissary system or operating model, reductions in government

expenditures or funding, or changes in military staffing levels or the

locations of bases



Adequacy of Insurance
•   Variability in actuarial projections regarding workers' compensation

liability and associated medical costs and automobile and general liability

• Potential increase in the number or severity of claims for which the Company

is self-insured

• Adequacy of cybersecurity insurance maintained by the Company to offset any

losses or damages related to the information technology intrusions and any

future intrusions experienced by the Company



Volatility in Fuel and Energy Costs
• Availability and cost of energy and fuel to store and transport products


• Volatility of fuel, energy and natural gas prices

• Risks associated with possession of compressed natural gas equipment and a

    fueling station


Asset Impairment Charges

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• Unfavorable changes in the Company's industry, the broader economy, market

    conditions, business operations, competition or the Company's stock price and
    market capitalization that could require impairment to intangible assets,
    including goodwill, and tangible assets, including property, plant and
    equipment


Stock Price Volatility
•   Fluctuations in the Company's stock price related to actual or perceived

operating performance, any of the factors listed above or general stock

market fluctuations

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Financials ($)
Sales 2017 17 448 M
EBIT 2017 461 M
Net income 2017 177 M
Debt 2017 2 239 M
Yield 2017 -
P/E ratio 2017 6,55
P/E ratio 2018 6,52
EV / Sales 2017 0,20x
EV / Sales 2018 0,19x
Capitalization 1 236 M
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Consensus
Sell
Buy
Mean consensus HOLD
Number of Analysts 13
Average target price 6,53 $
Spread / Average Target 40%
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Managers
NameTitle
Mark Gross President, Chief Executive Officer & Director
Gerald L. Storch Non-Executive Chairman
Bruce H. Besanko EVP, Chief Operating & Financial Officer
Randy G. Burdick Chief Information Officer & Executive VP
Irwin S. Cohen Independent Director
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