EFTA01382471

Amendment No. 3 to Form S-1 Table of Contents. SAFEWAY INC. AND SUBSIDIARIES Consolidated Statements of Cash Flows (In millions) Financing Activities: 53 Weeks 2014 52 Weeks 2013 52 Weeks 2012 Additions to long-term borrowings $ 239.8 $ 785.5 $ 3,508.1 Proceeds from PDC sale for development properties recorded (See Note D) 120.1 — Principal payments on long-term borrowings (1,731.7) (2,171.5) (3390.6) Payments of debt extinguishment costs (82.0) (11.0) Purchase of treasury stock — (663.7) (1,274.5) Dividends paid (251.8) (181.4) (163.9) Net proceeds from exercise of stock options 29.7 240.1 3.8 Excess tax benefit from share-based employee compensation 15.4 6.7 1.3 Other (11.6) (8.6) (13.3) Net cash flow used by financing activities—continuing operations (1,672.1) (2,003.9) (1,329.1) Net cash flow (used by) from financing activities—discontinued operations (54.9) 157.7 (44.7) Net cash flow used by financing activities (1,727.0) (1,846.2) (1,373.8) Effect of changes in exchange rates on cash (154.5) (69.8) (1.1) (Decrease) increase in cash and equivalents (2,392.2) 4,295.1 (377.2) Cash and Equivalents: Beginning of year 4,647.3 352.2 729.4 End of year $ 2,266.1 $ 4,647.3 $ 352.2 Other Cash Information—Continuing and Discontinued Operations: Cash payments during the year for: Interest $ 218.5 $ 289.2 $ 322.3 Income taxes, net of refunds 1,397.7 497.2 380.9 Non-Cash Investing and Financing Activities—Continuing and Discontinued Operations: Capital lease obligations entered into $ 180.0 S 78.0 $ 48.1 Purchases of property, plant and equipment included in accounts payable 71.8 128.3 107.8 Mortgage notes assumed in property additions 42.9 See accompanying notes to consolidated financial statements. F-94 hill). UN% W. sce.go% Archk edgar data' 1646972 000119312515335826'd900395ds Itt.htm110 14'2015 9:03:02 AM1 CONFIDENTIAL - PURSUANT TO FED. R. GRIM. P. 6(e) CONFIDENTIAL DB-SDNY-0081844 SDNY_GM_00228028 EFTA01382471