Current Report Filing (8-k)
June 13 2022 - 09:22AM
Edgar (US Regulatory)
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2022-06-13
2022-06-13
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UNITED STATES
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):
June 13, 2022
Rite
Aid Corporation
(Exact name of registrant as specified in its
charter)
Delaware |
|
1-5742 |
|
23-1614034 |
(State
or Other Jurisdiction of Incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification Number) |
30
Hunter Lane, Camp Hill, Pennsylvania
17011
(Address of principal executive offices, including
zip code)
(717)
761-2633
(Registrant’s telephone number, including
area code)
N/A
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading
Symbol(s) |
|
Name of each exchange on which
registered |
Common
Stock, $1.00 par value |
|
RAD |
|
The
New York Stock Exchange |
Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 8.01. Other Events.
On
June 13, 2022, Rite Aid Corporation (the “Company”) announced the commencement of cash tender offers (the “Tender
Offers”) to purchase up to $150,000,000 aggregate principal amount of the Company’s 7.50% Senior Secured Notes due
2025 (CUSIP Nos. 767754CK8 and U76659AX6) (the “2025 Notes”), 8.00% Senior Secured Notes due 2026 (CUSIP Nos. 767754CL6 and
U76659AY4), 7.70% Notes due 2027 (CUSIP No. 767754AJ3) and 6.875% Debentures due 2028 (CUSIP Nos. 767754AR5 and U76659AF5), subject
to prioritized acceptance levels, a subcap of $100,000,000 with respect to the 2025 Notes and proration. A copy of the press release
announcing the Tender Offers, and which describes the Tender Offers in greater detail, is hereby incorporated by reference and attached
hereto as Exhibit 99.1.
This report does not constitute
an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation, or sale will be made in any jurisdiction
in which such an offer, solicitation, or sale would be unlawful.
Item
9.01. Financial Statements and Exhibits.
(d) Exhibits.
| 104 | Cover Page Interactive
Data File (formatted as inline XBRL). |
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 hereto
duly authorized.
Date: |
June 13, 2022 |
By: |
/s/
Matthew C. Schroeder |
|
|
Name: |
Matthew C. Schroeder |
|
|
Title: |
Executive Vice President and Chief Executive Officer |
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