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SWY » Topics » PART II-OTHER INFORMATION

This excerpt taken from the SWY 10-Q filed Oct 8, 2008.

PART II–OTHER INFORMATION

 

Item 1. Legal Proceedings

Note K to the Company’s consolidated financial statements, under the caption “Legal Matters” on page 62 of the Form 10-K included in the 2007 Annual Report to Stockholders, provides information on certain litigation in which the Company is involved. There have been no material developments to these matters, except as noted in subsequent filings.

 

Item 1A. Risk Factors

There have been no material changes in our risk factors from those disclosed in Part I, Item 1A, in the Company’s 2007 Annual Report on Form 10-K.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table contains information for shares repurchased during the third quarter of 2008.

 

Fiscal period

    Total number of
shares
purchased		    Average price
paid per share1		    Total number of
shares purchased
as part of publicly
announced plans
or programs		    Approximate dollar
value of shares that
may yet be purchased
under the plans or
programs (in millions)2

June 15, 2008 – July 12, 2008

    —      $ —      —      $ 1,346.4

July 13, 2008 – August 9, 2008

    6,900,000      26.77    6,900,000      1,161.5

August 10, 2008 – September 6, 2008

    —        —      —        1,161.5
                       

TOTAL

    6,900,000    $ 26.77    6,900,000    $ 1,161.5

 

1

Average price per share excludes commissions.

 

2

In 1999, the Company’s Board of Directors initiated a $2.5 billion stock repurchase program. The Board increased the authorized level of the stock repurchase program to $3.5 billion in 2002, to $4.0 billion in 2006 and then to $5.0 billion in May 2008. From the initiation of the repurchase program in 1999 through the end of the third quarter of 2008, the aggregate cost of shares of common stock repurchased by the Company, including commissions, was approximately $3.8 billion, leaving an authorized amount for repurchases of approximately $1.2 billion. The timing and volume of future repurchases will depend on several factors, including market conditions. The repurchase program has no expiration date but may be terminated by the Board of Directors.

 

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SAFEWAY INC. AND SUBSIDIARIES

 

Item 6. Exhibits

 

Exhibit 31.1    Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 31.2    Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 32    Section 1350 Certifications.

 

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SAFEWAY INC. AND SUBSIDIARIES

 

This excerpt taken from the SWY 10-Q filed Apr 28, 2008.

PART II–OTHER INFORMATION

 

Item 1. Legal Proceedings

Note K to the Company’s consolidated financial statements, under the caption “Legal Matters” on page 62 of the Form 10-K included in the 2007 Annual Report to Stockholders, provides information on certain litigation in which the Company is involved. There have been no material developments to these matters, except as described below.

With respect to the case entitled State of California, ex rel. Bill Lockyer v. Safeway Inc. dba Vons, et al., on March 28, 2008, pursuant to a stipulation between the parties, the court entered a final judgment in favor of the defendants. As a result of the stipulation and final judgment, there are no further claims to be litigated at the trial court level. The Attorney General has reserved the right to appeal the judgment to the Ninth Circuit Court of Appeals. Defendants have reserved the right to appeal the district court’s earlier denial of their non-statutory labor exemption defense.

 

Item 1A. Risk Factors

There have been no material changes in our risk factors from those disclosed in Part I, Item 1A, in the Company’s 2007 Annual Report on Form 10-K.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table contains information for shares repurchased during the first quarter of 2008.

 

Fiscal period

    Total number of
shares purchased1		    Average price
paid per share2		    Total number of
shares purchased as
part of publicly
announced plans or
programs		    Approximate dollar
value of shares that
may yet be purchased
under the plans or
programs (in millions)3

December 30, 2007 – January 26, 2008

    —        —      —      $ 521.1

January 27, 2008 – February 23, 2008

    —        —      —        521.1

February 24, 2008 – March 22, 2008

    2,496,243    $ 29.70    2,493,500      447.0
                       

TOTAL

    2,496,243    $ 29.70    2,493,500    $ 447.0

 

1

Includes 2,743 shares withheld, at the election of certain holders of restricted stock, by the Company from the vested portion of restricted stock awards with a market value approximating the amount of the withholding taxes due from such restricted stockholders.

2

Average price per share excludes commissions.

3

In 1999, the Company’s Board of Directors initiated a $2.5 billion stock repurchase program. The Board increased the authorized level of the stock repurchase program to $3.5 billion in 2002 and then to $4.0 billion in 2006. From the initiation of the repurchase program in 1999 through the end of the first quarter of 2008, the aggregate cost of shares of common stock repurchased by the Company, including commissions, was approximately $3.6 billion, leaving an authorized amount for repurchases of $447.0 million. The timing and volume of future repurchases will depend on several factors, including market conditions. The repurchase program has no expiration date but may be terminated by the Board of Directors.

 

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SAFEWAY INC. AND SUBSIDIARIES

 

Item 6. Exhibits

 

Exhibit 3.2    Amended and Restated Bylaws of Safeway, Inc., as amended on March 6, 2008 (incorporated by reference to Exhibit 3.2 to the registrant’s Current Report on Form 8-K dated March 6, 2008).
Exhibit 31.1    Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 31.2    Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 32    Section 1350 Certifications.

 

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SAFEWAY INC. AND SUBSIDIARIES

 

This excerpt taken from the SWY 10-Q filed Oct 16, 2007.

PART II–OTHER INFORMATION

 

Item 1. Legal Proceedings

Note K to the Company’s consolidated financial statements, under the caption “Legal Matters” on pages 59-60 of the 2006 Annual Report to Stockholders, provides information on certain litigation in which the Company is involved. There have been no material developments to these matters, except as noted in subsequent filings and except as described below.

With respect to the case entitled State of California, ex rel. Bill Lockyer v. Safeway Inc. dba Vons, et al., trial is now scheduled for April 15, 2008.

 

Item 1A. Risk Factors

There have been no material changes in our risk factors from those disclosed in Part I, Item 1A, in the Company’s 2006 Annual Report on Form 10-K.

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table contains information for shares repurchased during the third quarter of 2007.

 

Fiscal period

    Total number of
shares
purchased		    Average price
paid per share1		    Total number of
shares purchased as
part of publicly
announced plans or
programs		    Approximate dollar
value of shares that
may yet be purchased
under the plans or
programs (in
millions)2

June 17, 2007 – July 14, 2007

    —      $ —      —      $ 627.2

July 15, 2007 – August 11, 2007

    395,000      31.54    395,000      614.7

August 12, 2007 – September 8, 2007

    —        —      —        614.7
                       

TOTAL

    395,000    $ 31.54    395,000    $ 614.7

1

Average price per share excludes commissions.

 

2

In 1999, the Company’s Board of Directors initiated a $2.5 billion stock repurchase program. The Board increased the authorized level of the stock repurchase program to $3.5 billion in 2002 and then to $4.0 billion in 2006. From the initiation of the repurchase program in 1999 through the end of the third quarter of 2007, the aggregate cost of shares of common stock repurchased by the Company, including commissions, was approximately $3.4 billion, leaving an authorized amount for repurchases of $614.7 million. The timing and volume of future repurchases will depend on several factors, including market conditions. The repurchase program has no expiration date but may be terminated by the Board of Directors.

 

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SAFEWAY INC. AND SUBSIDIARIES

 

Item 6. Exhibits

 

Exhibit 4(i).13   Form of Officers’ Certificate establishing the terms of the registrant’s 6.35% Notes due 2017, including the form of Notes (incorporated by reference to Exhibits 4.2 and 4.3 to the registrant’s Current Report on Form 8-K dated August 17, 2007).
Exhibit 31.1   Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 31.2   Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 32   Section 1350 Certifications.

 

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SAFEWAY INC. AND SUBSIDIARIES

 

This excerpt taken from the SWY 10-Q filed Apr 27, 2007.

PART II—OTHER INFORMATION

 

Item 1. Legal Proceedings

Note K to the Company’s consolidated financial statements, under the caption “Legal Matters” on pages 59-60 of the 2006 Annual Report to Stockholders, provides information on certain litigation in which the Company is involved. There have been no material developments to these matters, except as described below.

With respect to the case entitled State of California, ex rel. Bill Lockyer v. Safeway Inc. dba Vons, et al., trial is now scheduled for January 15, 2008.

 

Item 1A. Risk Factors

There have been no material changes in our risk factors from those disclosed in Part I, Item 1A, in the Company’s 2006 Annual Report on Form 10-K.

 

Item 6. Exhibits

 

Exhibit 11.1    Computation of Earnings Per Common Share.
Exhibit 31.1    Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 31.2    Rule 13(a)-14(a)/15d-14(a) Certification.
Exhibit 32    Section 1350 Certifications.

 

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SAFEWAY INC. AND SUBSIDIARIES

 

EXCERPTS ON THIS PAGE:

10-Q
Oct 8, 2008
10-Q
Apr 28, 2008
10-Q
Oct 16, 2007
10-Q
Apr 27, 2007

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