-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FymUb6D3GDNNq88oBktNm2AhmKuWd/FP9S4GfhMs3tjJ5Fu6s/4cuDe+QPNt05cu n5v6E9u5SMViAxVjiW5nPA== 0000950172-03-000818.txt : 20030313 0000950172-03-000818.hdr.sgml : 20030313 20030313163357 ACCESSION NUMBER: 0000950172-03-000818 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030313 GROUP MEMBERS: ANTHONY S. FEDERICO GROUP MEMBERS: GREAT PACIFIC CAPITAL CORP. GROUP MEMBERS: JAMES A. PATTISON FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: JIM PATTISON LTD CENTRAL INDEX KEY: 0001222134 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 1600 1055 WEST HASTINGS STREET CITY: VANCOUVER BC CANADA STATE: A1 ZIP: V6E 2H2 BUSINESS PHONE: 6046886764 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PATHMARK STORES INC CENTRAL INDEX KEY: 0000095585 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 222879612 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-59707 FILM NUMBER: 03602678 BUSINESS ADDRESS: STREET 1: 200 MILIK STREET CITY: CARTERET STATE: NJ ZIP: 07008 BUSINESS PHONE: 9084993000 MAIL ADDRESS: STREET 1: 200 MILIK STREET CITY: CARTERET STATE: NJ ZIP: 07008 FORMER COMPANY: FORMER CONFORMED NAME: SUPERMARKETS GENERAL CORP DATE OF NAME CHANGE: 19930809 SC 13D 1 s474359.txt SCHEDULE 13D SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Pathmark Stores, Inc. ------------------------------------------------------------------------------- (Name of Issuer) Common Stock, par value $0.01 per share ------------------------------------------------------------------------------- (Title of Class of Securities) 70322A101 ------------------------------------------------------------------------------- (CUSIP Number) Nick Desmarais, Esq. Anthony S. Federico Managing Director, Legal Services 4400 Hugh Howell Road #15 The Jim Pattison Group Tucker, Georgia 30084 1600-1055 West Hastings Street Telephone: (770) 908-2226 Vancouver, B.C. V6E 2H2 Canada Telephone: (604) 688-6764 - -------------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) With respect to communications to Nick Desmarais Managing Director, Legal Services The Jim Pattison Group copies to: Nancy A. Lieberman, Esq. Skadden, Arps, Slate, Meagher & Flom LLP Four Times Square New York, New York 10036 Telephone: (212) 735-3000 March 3, 2003 - -------------------------------------------------------------------------------- (Date of Event Which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box [_]. The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended ("Exchange Act") or otherwise subject to the liabilities of that section of the Exchange Act but shall be subject to all other provisions of the Exchange Act. - ----------------------------------------------------------------------------- -- CUSIP No. 70322A1 13D Page 2 of 10 - ---------------------------------------------------------------------------- --- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Jim Pattison Ltd. - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [x] (b) [_] - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. SOURCE OF FUNDS WC - -------------------------------------------------------------------------------- 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - --------- ---------------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Canada - -------------------------------------------------------------------------------- 7. SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIALLY ----------------------------------- OWNED BY 8. SHARED VOTING POWER EACH REPORTING 1,650,000 PERSON ----------------------------------- WITH 9. SOLE DISPOSITIVE POWER 0 ----------------------------------- 10. SHARED DISPOSITIVE POWER 1,650,000 - --------- ---------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,970,000 - -------------------------------------------------------------------------------- 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_] - -------------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.6% - -------------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON CO - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------- -- CUSIP No. 70322A1 13D Page 3 of 10 - ---------------------------------------------------------------------------- --- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Great Pacific Capital Corp. - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [x] (b) [_] - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. SOURCE OF FUNDS WC - -------------------------------------------------------------------------------- 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - --------- ---------------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Canada - -------------------------------------------------------------------------------- 7. SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIALLY ----------------------------------- OWNED BY 8. SHARED VOTING POWER EACH REPORTING 1,650,000 PERSON ----------------------------------- WITH 9. SOLE DISPOSITIVE POWER 0 ----------------------------------- 10. SHARED DISPOSITIVE POWER 1,650,000 - --------- ---------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,970,000 - -------------------------------------------------------------------------------- 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_] - -------------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.6% - -------------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON CO - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------- -- CUSIP No. 70322A1 13D Page 4 of 10 - ---------------------------------------------------------------------------- --- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) James A. Pattison - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [x] (b) [_] - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. SOURCE OF FUNDS WC - -------------------------------------------------------------------------------- 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - --------- ---------------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION Canada - -------------------------------------------------------------------------------- 7. SOLE VOTING POWER NUMBER OF SHARES 0 BENEFICIALLY ----------------------------------- OWNED BY 8. SHARED VOTING POWER EACH REPORTING 1,650,000 PERSON ----------------------------------- WITH 9. SOLE DISPOSITIVE POWER 0 ----------------------------------- 10. SHARED DISPOSITIVE POWER 1,650,000 - --------- ---------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,970,000 - -------------------------------------------------------------------------------- 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_] - -------------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.6% - -------------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON IN - -------------------------------------------------------------------------------- - ----------------------------------------------------------------------------- -- CUSIP No. 70322A1 13D Page 5 of 10 - ---------------------------------------------------------------------------- --- 1. NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Anthony S. Federico - -------------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [x] (b) [_] - -------------------------------------------------------------------------------- 3. SEC USE ONLY - -------------------------------------------------------------------------------- 4. SOURCE OF FUNDS PF - -------------------------------------------------------------------------------- 5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [_] - --------- ---------------------------------------------------------------------- 6. CITIZENSHIP OR PLACE OF ORGANIZATION United States (State of Georgia) - -------------------------------------------------------------------------------- 7. SOLE VOTING POWER NUMBER OF SHARES 320,000 BENEFICIALLY ----------------------------------- OWNED BY 8. SHARED VOTING POWER EACH REPORTING 0 PERSON ----------------------------------- WITH 9. SOLE DISPOSITIVE POWER 320,000 ----------------------------------- 10. SHARED DISPOSITIVE POWER 0 - --------- ---------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,970,000 - -------------------------------------------------------------------------------- 12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES [_] - -------------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.6% - -------------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON IN - -------------------------------------------------------------------------------- The information set forth in response to each separate Item shall be deemed to be a response to all Items where such information is relevant. Item 1. Security and Issuer. This Statement on Schedule 13D (this "Statement") relates to the shares of common stock, par value $0.01 per share (the "Shares"), of Pathmark Stores, Inc., a Delaware corporation (the "Company"). The principal executive offices of the Company are located at 200 Milik Street, Carteret, New Jersey 07008. Item 2. Identity and Background. This Statement is filed jointly (i) by Great Pacific Capital Corp., a Canadian Federal corporation ("Great Pacific"), and Anthony S. Federico, an individual ("Mr. Federico") as the direct beneficial owners of Shares and (ii) by virtue of their respective direct and indirect holdings of securities in Great Pacific (as described below), by Jim Pattison Ltd., a Canadian Federal corporation ("JPL"), and James A. Pattison, an individual ("Mr. Pattison") (collectively, the "Reporting Persons"). The agreement by and among the Reporting Persons relating to the joint filing of this Statement is attached as Exhibit 1 hereto. JPL's, Great Pacific's and Mr. Pattison's (collectively, the "Pattison Group's") principal business address is 1600 - 1055 West Hastings Street, Vancouver, British Columbia V6E 2H2, Canada. Mr. Federico's principal business address is 4400 Hugh Howell Road #15, Tucker, Georgia 30084. JPL is a privately owned holding company and is wholly owned by Mr. Pattison. JPL's subsidiaries are involved in a number of different businesses in Canada and the United States, including grocery retail and wholesale stores, food processing, specialty and flexible packaging, advertising, magazine and newspaper distribution, illuminated signs, broadcasting, automotive retailing and leasing, entertainment, financial services, real estate development, export services and trade operations. Great Pacific is a privately owned holding company and is wholly owned by JPL. Great Pacific holds investments in a number of different companies, including publicly held companies. Mr. Pattison is a citizen of Canada. Mr. Pattison's principal occupation is serving as chairman, chief executive officer and president of JPL. The name, business address, present principal occupation or employment and citizenship of each director and executive officer of JPL and Great Pacific are set forth on Schedule I hereto. Mr. Federico is a citizen of the United States. Mr. Federico's principal occupation is serving as director and Vice President-Non-Foods of Ingles Markets, Incorporated a supermarket chain with stores in the southeastern United States. During the last five years, neither the Reporting Persons, nor, to the best of the Reporting Persons' knowledge, any of the individuals referred to in Schedule I, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction resulting in a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding violations with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. The source of funds used for the purchase of the Shares by Great Pacific is working capital held by it for investment. The amount is $7,618,916. The source of funds used for the purchase of the Shares by Mr. Federico are personal funds held by him for investment. The amount is $1,626,821. Item 4. Purpose of Transaction. The Reporting Persons acquired their Shares for general investment purposes. Each of the Reporting Persons reserves the right to change their investment intent. On January 22, 2003, Mr. Pattison and Mr. Federico discussed for the first time their mutual interest in acquiring Shares. Both of them orally agreed that the Shares were a suitable investment and determined to act as a group to acquire Shares. Mr. Federico intends to follow the Pattison Group's actions concerning the Shares, but Mr. Federico is not legally bound to do so. Subject to market conditions the Reporting Persons may acquire or dispose of Shares from time to time in future open market, privately negotiated or other transactions. The Reporting Persons intend to review their investments in the Company on a continuing basis. The Reporting Persons do not have any present plan or proposal which would relate to or result in any of the matters set forth in subparagraphs (a) - (j) of Item 4 of Schedule 13D except as set forth herein; however, as part of the ongoing evaluation of its investments and investment alternatives, each Reporting Person may consider such matters and, subject to applicable law, may formulate a plan with respect to such matters. Item 5. Interest in Securities of the Issuer. (a) Great Pacific is the direct owner of 1,650,000 Shares, which represents approximately 5.5% of the Shares outstanding (based on 30,071,192 Shares outstanding as of December 3, 2002). Great Pacific is wholly owned by JPL and JPL is wholly owned by Mr. Pattison. Accordingly, both JPL and Mr. Pattison may be deemed to beneficially own the Shares owned by Great Pacific. Mr. Federico is the direct owner of 320,000 Shares, which represents approximately 1.1% of the Shares outstanding (based on 30,071,192 Shares outstanding as of December 3, 2002) The Reporting Persons may be deemed to be a group as defined in Rule 13d-5(b) under the Exchange Act, and as such a group, beneficially own 1,970,000 Shares, which represents approximately 6.6% of the Shares outstanding (based on 30,071,192 Shares outstanding as of December 3, 2002). The Pattison Group expressly disclaims beneficial ownership of all Shares other than those Shares that are held directly by Great Pacific. Mr. Federico expressly disclaims beneficial ownership of all Shares other than those Shares that are held directly by him. (b) By virtue of the relationships described in Item 2 amongst the Pattison Group, each member of the Pattison Group may be deemed to share voting and dispositive power over the Shares directly owned by Great Pacific. Mr. Federico has the sole power to vote and direct the disposition of the Shares held by him. (c) Set forth below are transactions in Shares effected by Great Pacific within the last 60 days. All transactions were effected in the open market.
Number Date of Shares Price Per Share Total Purchase Price - ---- --------- --------------- -------------------- February 10, 2003 50,000 $ 4.97 $ 248,580 February 11, 2003 50,000 $ 4.90 $ 245,200 February 13, 2003 25,000 $ 4.71 $ 117,725 February 14, 2003 25,000 $ 4.55 $ 113,758 March 3, 2003 151,600 $ 4.80 $ 727,301 March 4, 2003 37,500 $ 4.90 $ 179,850 March 5, 2003 121,800 $ 4.85 $ 590,559 March 6, 2003 164,100 $ 4.80 $ 788,222 March 10, 2003 25,000 $ 4.94 $ 123,485 ------ ----------- Total 650,000 $ 3,135,429 ======= ============
Set forth below are transactions in Shares effected by Mr. Federico within the last 60 days. All transactions were effected in the open market.
Number Date of Shares Price Per Share Total Purchase Price - ---- --------- --------------- -------------------- January 10, 2003 5,000 $ 5.78 $ 28,900 January 16, 2003 2,000 $ 5.77 $ 11,540 January 22, 2003 32,000 $ 5.53 $ 177,020 January 23, 2003 35,400 $ 5.49 $ 194,375 January 24, 2003 35,300 $ 5.00 $ 176,400 January 27, 2003 51,000 $ 4.93 $ 251,622 January 28, 2003 13,300 $ 5.07 $ 67,469 January 29, 2003 3,500 $ 5.04 $ 17,655 January 30, 2003 7,000 $ 4.99 $ 34,904 January 31, 2003 1,500 $ 4.76 $ 7,140 February 3, 2003 13,000 $ 4.98 $ 64,734 February 5, 2003 50,000 $ 4.93 $ 246,664 February 6, 2003 25,000 $ 4.95 $ 123,829 February 18, 2003 24,800 $ 4.63 $ 114,774 March 10, 2003 1,400 $ 4.83 $ 6,768 March 11, 2003 18,800 $ 5.25 $ 98,677 ------ Total 319,000 $ 1,622,471 ======= ============
(d) The Pattison Group has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, the Shares held directly by Great Pacific. Mr. Federico has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, the Shares held directly by him. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer. There is no written agreement between the Pattison Group and Mr. Federico. As described in Item 4, the Pattison Group and Mr. Federico have orally agreed to work in conjunction with each other with respect to their respective investments in the Shares. However, notwithstanding their oral agreement to work in conjunction with each other with respect to their respective investments in the Shares, each of the Pattison Group and Mr. Federico retains complete, independent economic control over their respective investments in the Shares, and none of them have made any specific agreement, commitment or arrangement regarding disposition of its Shares. Except to the extent described in Item 2, Item 4 and in this Item 6, there are no contracts, arrangements, understandings or relationships among the persons named in Item 2 or listed on Schedule I and between such persons and any person with respect to any securities of the Company, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangement, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Item 7. Material to be filed as Exhibits. 1. Joint Filing Agreement, dated as of March 13, 2003, by and among James A. Pattison, Jim Pattison Ltd., Great Pacific Capital Corp. and Anthony S. Federico. After reasonable inquiry and to the best of each of the undersigned's knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct. Dated: March 13, 2003 JAMES A. PATTISON /s/ James A. Pattison --------------------------- JIM PATTISON LTD. By: /s/ Nick Desmarais --------------------------- Name: Nick Desmarais Title: Secretary GREAT PACIFIC CAPITAL CORP. By: /s/ Nick Desmarais --------------------------- Name: Nick Desmarais Title: Secretary ANTHONY S. FEDERICO /s/ Anthony S. Federico --------------------------- SCHEDULE I Following is a list of each executive officer and director of Great Pacific Capital Corp. and Jim Pattison Ltd., setting forth the business address and present principal occupation or employment (and the name and address of any corporation or organization in which such employment is conducted) of each person. The persons named below are citizens of Canada and have not, during the last five years, been convicted in a criminal proceeding or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which they are or were subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Jim Pattison Ltd. - ----------------- Directors Position With Name Jim Pattison Ltd. Principal Occupation Address ---- ----------------- -------------------- ------- James A. Pattison Director, Managing Director Managing Director, Chief The Jim Pattison Group and President Executive Officer and Chairman 1600 - 1055 West of The Jim Pattison Group Hastings Street Vancouver, BC V6E 2H2 Canada Michael Korenberg Director and Vice-President Vice Chairman The Jim Pattison Group of The Jim Pattison Group 1600 - 1055 West Hastings Street Vancouver, BC V6E 2H2 Canada Nick Desmarais Director and Secretary Managing Director, The Jim Pattison Group Legal Services and Secretary 1600 - 1055 West Hastings of The Jim Pattison Group Street Vancouver, BC V6E 2H2 Canada Executive Officers Who Are Not Directors Position With Name Jim Pattison Ltd. Principal Occupation Address ---- ----------------- -------------------- ------- Rod Bergen Vice-President Managing Director, The Jim Pattison Group Tax and Financial Analysis 1600 - 1055 West Hastings of The Jim Pattison Group Street Vancouver, BC V6E 2H2 Canada
Great Pacific Capital Corp. - --------------------------- Directors Position With Name Great Pacific Capital Corp. Principal Occupation Address ---- --------------------------- -------------------- ------- James A. Pattison Director, Managing Director Managing Director, Chief The Jim Pattison Group and President Executive Officer and Chairman of 1600 - 1055 West Hastings The Jim Pattison Group Street Vancouver, BC V6E 2H2 Canada Michael Korenberg Director and Vice-President Vice Chairman The Jim Pattison Group Corporate Development of The Jim Pattison Group 1600 - 1055 West Hastings Street Vancouver, BC V6E 2H2 Canada Nick Desmarais Director and Secretary Managing Director, The Jim Pattison Group Legal Services and Secretary 1600 - 1055 West Hastings of The Jim Pattison Group Street Vancouver, BC V6E 2H2 Canada Executive Officers Who Are Not Directors Position With Name Great Pacific Capital Corp. Principal Occupation Address Rod Bergen Vice-President Managing Director, The Jim Pattison Group Tax and Financial Analysis 1600 - 1055 West Hastings of The Jim Pattison Group Street Vancouver, BC V6E 2H2 Canada David Bell Vice-President Managing Director, The Jim Pattison Group Corporate Finance 1600 - 1055 West Hastings of The Jim Pattison Group Street Vancouver, BC V6E 2H2 Canada
Exhibit Index Exhibit Number Document 1. Joint Filing Agreement, dated March 13, 2003, by and among James A. Pattison, Jim Pattison Ltd., Great Pacific Capital Corp. and Anthony S. Federico. EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(f)1 promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.01 per share, of Pathmark Stores, Inc., a Delaware corporation, and that this Agreement may be included as an Exhibit to such joint filing. The undersigned further agree that each party hereto is responsible for timely filing of such statement on Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such party contained therein; provided that no party is responsible for the completeness or accuracy of the information concerning another party, unless such party knows or has reason to believe that such information is inaccurate. This Agreement may be executed in one or more counterparts, each of which together shall be deemed to be an original instrument, but all of such counterparts together shall constitute but one agreement. This Agreement may be executed in one or more counterparts by each of the undersigned, and each of which, taken together, shall constitute one and the same instrument. Dated: March 13, 2003 JAMES A. PATTISON /s/ James A. Pattison --------------------------- JIM PATTISON LTD. By: /s/ Nick Desmarais --------------------------- Name: Nick Desmarais Title: Secretary GREAT PACIFIC CAPITAL CORP. By: /s/ Nick Desmarais --------------------------- Name: Nick Desmarais Title: Secretary ANTHONY S. FEDERICO /s/ Anthony S. Federico --------------------------- -----END PRIVACY-ENHANCED MESSAGE-----