Empire : Rapport annuel 2025

About this update from Empire Co Ltd Class A

ANNUAL INFORMATION FORM Year Ended May 3, 2025 June 26, 2025 TABLE OF CONTENTS FORWARD-LOOKING INFORMATION 1 CORPORATE STRUCTURE 3 Name and Incorporation 3 Intercorporate Relationships 3 DESCRIPTION OF THE BUSINESS 4 Food Retailing 4 Investments and Other Operations 7 Environmental, Social and Governance 7 Other Information 9 GENERAL DEVELOPMENT OF THE BUSINESS 10 Focus on Food Retailing 10 Investments and Other Operations 14 Significant Acquisitions 14 RISK MANAGEMENT 15 DIVIDENDS 23 CAPITAL STRUCTURE 24 Share Capital 24 Long-Term Debt 27 Credit Ratings (Canadian Standards) 28 MARKET FOR SECURITIES 29 SELECTED CONSOLIDATED FINANCIAL INFORMATION 29 DIRECTORS AND OFFICERS 30 Directors 30 Executive Officers Who Are Not Directors 31 Other Proceedings 32 Conflict of Interest 32 TRANSFER AGENT AND REGISTRAR 32 AUDIT COMMITTEE INFORMATION 33 MATERIAL CONTRACTS 34 LEGAL PROCEEDINGS AND REGULATORY ACTIONS 34 INTEREST OF EXPERTS 35 ADDITIONAL INFORMATION 35 APPENDIX A 36 APPENDIX B 40 ( i ) All disclosure for Empire Company Limited and its subsidiaries ("Empire" or the "Company"), including 100% owned Sobeys Inc. ("Sobeys") is as of fiscal year end, May 3, 2025, unless otherwise indicated. ‌FORWARD-LOOKING INFORMATION This Annual Information Form ("AIF") contains forward-looking statements which are presented for the purpose of assisting the reader to contextualize the Company's financial position and understand management's expectations regarding the Company's strategic priorities, objectives and plans. These forward-looking statements may not be appropriate for other purposes. Forward-looking statements are identified by words or phrases such as "anticipates", "expects", "believes", "estimates", "intends", "could", "may", "plans", "predicts", "projects", "will", "would", "foresees" and other similar expressions or the negative of these terms. These forward-looking statements include, but are not limited to, the following items: The Company's aim to increase total adjusted earnings per share ("EPS") through net earnings, growth, and share repurchases, as well as its intention to continue improving sales, gross margin (excluding fuel) and adjusted earnings before interest, taxes, depreciation, and amortization ("EBITDA") margin, all of which could be impacted by several factors including a prolonged unfavourable macro-economic environment and unforeseen business challenges, as well as the factors identified in the "Risk Management" section of this AIF; The Company's plan to invest capital in its network in fiscal 2026, including store expansions and renovations and renovate approximately 20% to 25% of the network between fiscal 2024 and fiscal 2026 which could be impacted by cost of materials, availability of contractors, operating results, and other macroeconomic impacts; The Company's expectation that it will continue its e-commerce expansion with Voilà and that actions are expected to have a positive impact on Voilà's financial performance in fiscal 2026 and its ability to gain access to a larger segment of the grocery e-commerce market, which may be impacted by future operating and capital costs, customer response and the performance of its technology provider, Ocado Group plc ("Ocado"); The Company's expectation that the Scene+ loyalty program will accelerate engagement by focusing on scaling personalization, which may be impacted by customer response, Scene+ app usage and the pace at which personalized offers are rolled out; The Company's expectation that it will continue to focus on driving efficiency and cost effectiveness initiatives which could be impacted by supplier relationships, labour relations, the macro-economic impacts; The Company's expectation that it will meet targeted growth of FreshCo, which may be impacted by customer response, availability of contractors, operating results, and other macro-economic impacts; The Company's plans to further grow and enhance the Own Brands portfolio, which may be impacted by future operating costs and customer response; The Company's expectation of the impacts of cost inflationary pressures, which may be impacted by supplier relationships and negotiations and the macro-economic environment; The Company's expectations regarding the amount and timing of expenses relating to the completion of any future Customer Fulfilment Centres ("CFCs"), which may be impacted by supply of materials and equipment, construction schedules and capacity of construction contractors; The Company's expected contributions to its registered defined benefit plans, which could be impacted by fluctuations in capital markets; and The Company's plans to purchase for cancellation Non-Voting Class A shares ("Class A shares") under the normal course issuer bid, which may be impacted by market and macro-economic conditions, availability of sellers, changes in laws and regulations, and the results of operations. By its nature, forward-looking information requires the Company to make assumptions and is subject to inherent risks, uncertainties and other factors which may cause actual results to differ materially from forward-looking statements made. For more information on risks, uncertainties and assumptions that may impact the Company's forward-looking statements, please refer to the Company's materials filed with the Canadian securities regulatory authorities, including the "Risk Management" section of this AIF. Although the Company believes the predictions, forecasts, expectations or conclusions reflected in the forward-looking information are reasonable, it can provide no assurance that such matters will prove correct. Readers are urged to consider the risks, uncertainties and assumptions carefully in evaluating the forward-looking information and are cautioned not to place undue reliance on such forward-looking information. The forward-looking information in this document reflects the Company's current expectations and is subject to change. The Company does not undertake to update any forward-looking statements that may be made by or on behalf of the Company other than as required by applicable securities laws. ‌CORPORATE STRUCTURE ‌Name and Incorporation ‌Empire Company Limited was created by amalgamation under the Companies Act (Nova Scotia) on January 31, 1973. Predecessors of Empire had been carrying on business since 1907. Empire's head office and registered office is located at 115 King Street, Stellarton, Nova Scotia. In this AIF, " Empire " or the "Company" is used to refer collectively to Empire Company Limited and all of its subsidiaries, except where the context requires otherwise. Intercorporate Relationships The following chart shows the names of the principal subsidiaries of Empire, their respective jurisdictions of incorporation, and the percentages of voting and non-voting securities owned by Empire as of May 3, 2025. Notes: Empire owns 19.7% of Sobeys Inc. directly and the balance (80.3%) indirectly through its subsidiaries Emplink Investments Limited (Nova Scotia) and Empsafe Investments Limited (Nova Scotia). Includes 100% interest in Sobeys Developments Limited Partnership (Nova Scotia limited partnership), directly as the general partner and indirectly through Sobeys Land Holdings Limited (Nova Scotia) as the sole limited partner. ECL Properties Limited indirectly holds a 40.7% equity accounted interest in Genstar Development Partnership (Alberta), a 48.6% equity accounted interest in Genstar Development Partnership #2 (Alberta), a 37.1% equity accounted interest in GDC Investments 8, L.P. (Delaware), and a 49.0% equity accounted interest in The Fraipont Partnership (Alberta), (collectively referred to as "Genstar"). Indirect ownership through a wholly-owned subsidiary. Empire indirectly owns 909,090 Crombie Real Estate Investment Trust ("Crombie REIT") Units and 75,783,576 Class B Limited Partnership Units of Crombie Limited Partnership (Nova Scotia) which are exchangeable into and equivalent to units of Crombie REIT, which together represented a 41.5% indirect ownership interest in Crombie REIT as of May 3, 2025 (41.5% on a fully diluted basis). A Special Voting Unit of Crombie REIT is attached to each Class B Limited Partnership Unit. Pour lire la suite de ce noodl, vous pouvez consulter la version originale ici .

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