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Pending Acquisition
12 Months Ended
Feb. 28, 2015
Business Combinations Pending [Abstract]  
Pending Acquisition

 

3. Pending Acquisition

        On February 10, 2015, the Company entered into a Definitive Agreement ("Agreement") with a subsidiary of TPG Capital, L.P. Under the terms of the Agreement, the Company will acquire (the "Acquisition") from TPG, EnvisionRx, a full-service pharmacy benefit manager ("PBM"), a portfolio company of TPG. EnvisionRx provides both transparent and traditional PBM options through its EnvisionRx and MedTrak PBMs, respectively. EnvisionRx also offers fully integrated mail-order and specialty pharmacy services through Orchard Pharmaceutical Services; access to the nation's largest cash pay infertility discount drug program via Design Rx; an innovative claims adjudication software platform in Laker Software; and a national Medicare Part D prescription drug plan through Envision Insurance Company's EnvisionRx Plus product offering. Under the terms of the Agreement, the Company will pay $1,800,000 in cash, subject to working capital adjustments, which is expected to be financed with the proceeds from the April 2, 2015 issuance of $1,800,000 aggregate principal amount of 6.125% senior notes due 2023, and approximately 27,900,000 shares of Rite Aid common stock (equal to approximately $200,000).

        The Company and TPG have each made customary representations, warranties and covenants in the Agreement, including, among other things, that EnvisionRx and its subsidiaries will continue to conduct their business in the ordinary course between the execution of the Agreement and the closing of the Acquisition. Completion of the Acquisition is subject to regulatory approvals and other customary conditions. The Company expects the Acquisition to close no earlier than in the second quarter of fiscal 2016.