-----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, Pt38ISoAkp3j/dRDWQjKy7TyJcrNmlj9U2/gq8ZQYsYs318WltXAQVpT87Gn2wMn pnRzb58WnxlRO/uXyYZ+ww== 0000950172-03-001227.txt : 20030415 0000950172-03-001227.hdr.sgml : 20030415 20030415155327 ACCESSION NUMBER: 0000950172-03-001227 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030414 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030415 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RITE AID CORP CENTRAL INDEX KEY: 0000084129 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DRUG STORES AND PROPRIETARY STORES [5912] IRS NUMBER: 231614034 STATE OF INCORPORATION: DE FISCAL YEAR END: 0302 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05742 FILM NUMBER: 03650604 BUSINESS ADDRESS: STREET 1: 30 HUNTER LANE CITY: CAMP HILL OWN STATE: PA ZIP: 17011 BUSINESS PHONE: 7177612633 MAIL ADDRESS: STREET 1: PO BOX 3165 CITY: HARRISBURG STATE: PA ZIP: 17105 FORMER COMPANY: FORMER CONFORMED NAME: LEHRMAN LOUIS & CO DATE OF NAME CHANGE: 19680510 FORMER COMPANY: FORMER CONFORMED NAME: RACK RITE DISTRIBUTORS DATE OF NAME CHANGE: 19680510 8-K 1 s750240.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) April 15, 2003 (April 14, 2003) RITE AID CORPORATION ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-5742 23-1614034 - ------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 30 Hunter Lane, Camp Hill, Pennsylvania 17011 - ------------------------------------------------------------------------------ (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code (717) 761-2633 ----------------------- None ------------------------------------------------------------------------------ (Former Name or Former Address, if Changed Since Last Report) Item 5. Other Events. On April 14, 2003, Rite Aid Corporation issued a press release announcing that it is planning to offer $350 million of seven-year senior secured notes due 2010. Rite Aid intends to use the net proceeds from the offering to repay a portion of the term loan under its senior credit agreement and for general corporate purposes, which may include capital expenditures and repayments or repurchases of its outstanding indebtedness. The offering is part of a planned refinancing that includes the previously announced replacement of the company's senior credit facility with a new $2.0 billion senior credit facility that will consist of a $1.15 billion term loan and a $850 million revolving credit facility and will mature in April 2008. The offering is not contingent upon the consummation of the new credit facility which is subject to successful syndication and satisfaction of customary closing conditions. The offering is subject to market and other customary conditions and is contingent upon the company obtaining consents to certain amendments to its senior credit and synthetic lease facilities. The notes due 2010 will be offered in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act. The notes have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements. On April 15, 2003, Rite Aid Corporation issued a press release announcing the terms of the previously announced offering. The offering will consist of $360 million ($10 million more than previously announced) of Rite Aid's 8.125% senior secured notes due 2010. The notes are priced at 98.688% of the principal amount to achieve a yield to maturity of 8.375%. The transaction is expected to close on April 22, 2003. The release reiterated the previously announced intended use of proceeds from the offering and reiterated that the notes due 2010 have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. 99.1 Registrant's Press Release, dated April 14, 2003. 99.2 Registrant's Press Release, dated April 15, 2003. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. RITE AID CORPORATION Dated: April 15, 2003 By: /s/ Robert B. Sari ---------------------------- Name: Robert B. Sari Title: Senior Vice President, General Counsel and Secretary EXHIBIT INDEX Exhibit No. Description 99.1 Registrant's Press Release dated April 14, 2003 99.2 Registrant's Press Release dated April 15, 2003. EX-99 3 s750175.txt EXHIBIT 99.1 - PRESS RELEASE CONFIDENTIAL DRAFT INVESTORS: MEDIA: John Standley Karen Rugen (717) 214-8857 (717) 730-7766 Kevin Twomey (717) 731-6540 or investor@riteaid.com FOR IMMEDIATE RELEASE RITE AID TO OFFER SENIOR SECURED NOTES CAMP HILL, PA, April 14, 2003 - Rite Aid Corporation (NYSE, PCX: RAD) announced today that it is planning to offer $350 million of seven-year senior secured notes due 2010. Rite Aid intends to use the net proceeds from the offering to repay a portion of the term loan under its senior credit facility and for general corporate purposes, which may include capital expenditures and repayments or repurchases of its outstanding indebtedness. The offering is part of a planned refinancing that includes the previously announced replacement of the company's senior credit facility with a new $2.0 billion senior credit facility that will consist of a $1.15 billion term loan and a $850 million revolving credit facility and will mature in April 2008. The offering is not contingent upon the consummation of the new credit facility which is subject to successful syndication and satisfaction of customary closing conditions. The offering is subject to market and other customary conditions and is contingent upon the company obtaining consents to certain amendments to its senior credit and synthetic lease facilities and second priority collateral arrangements. The notes due 2010 will be offered in the United States to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and outside the United States pursuant to Regulation S under the Securities Act. The notes have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption from the registration requirements. ### EX-99 4 s750172.txt EXHIBIT 99.2 CONFIDENTIAL DRAFT INVESTORS: MEDIA: John Standley Karen Rugen (717) 214-8857 (717) 730-7766 Kevin Twomey (717) 731-6540 or investor@riteaid.com FOR IMMEDIATE RELEASE RITE AID PRICES OFFERING OF SENIOR SECURED NOTES DUE 2010 CAMP HILL, PA, April 15, 2003 - Rite Aid Corporation (NYSE, PCX: RAD) announced today the terms of an offering of $360 million ($10 million more than previously announced) of its 8.125% senior secured notes due 2010. The notes are priced at 98.688% of the principal amount to achieve a yield to maturity of 8.375%. The transaction is expected to close on April 22, 2003. Rite Aid intends to use the net proceeds of the offering to repay a portion of the term loan under its senior credit agreement and for general corporate purposes, which may include capital expenditures and additional repayments or repurchases of its outstanding indebtedness. The notes due 2010 have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption of registration requirements. ### -----END PRIVACY-ENHANCED MESSAGE-----