UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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Item 8.01. Other Events.
On July 24, 2020, Rite Aid Corporation (the “Company”) announced the final tender results of its previously announced offer to exchange (the “Exchange Offer”) up to $1.125 billion aggregate principal amount of its outstanding 6.125% Senior Notes due 2023 (the “Old Notes”) for newly issued 8.000% Senior Secured Notes due 2026 (the “New Notes”) and cash. $1,062,682,000 aggregate principal amount of Old Notes were validly tendered as of the expiration time of the Exchange Offer. The Company will issue $849,918,000 aggregate principal amount of New Notes and, following the settlement date, $90,808,000 aggregate principal amount of Old Notes will remain outstanding. The Company expects the settlement date to occur on July 27, 2020. A copy of the press release announcing the final results, and which describes the final results in greater detail, is hereby incorporated by reference and attached hereto as Exhibit 99.1.
Neither the press release filed herewith nor this Current Report on Form 8-K constitutes an offer to sell or purchase, or a solicitation of an offer to sell or purchase, or the solicitation of tenders or consents with respect to, any security. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation or sale would be unlawful.
The Exchange Offer and the issuance of the New Secured Notes have not been and will not be registered with the Securities and Exchange Commission under the Securities Act of 1933, as amended (the “Securities Act”) or any other applicable securities laws, and, unless so registered, the New Secured Notes may not be offered, sold, pledged or otherwise transferred within the United States or to or for the account of any U.S. person, except pursuant to an exemption from the registration requirements thereof. Accordingly, the New Secured Notes were offered and will be issued only to holders that are (i) “qualified institutional buyers” as defined in Rule 144A under the Securities Act and (ii) persons outside the United States, that are not “U.S. persons” in compliance with Regulation S under the Securities Act and that are not acquiring the New Secured Notes for the account or benefit of a U.S. person.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 | Press Release announcing the final results of the Exchange Offer, dated July 24, 2020. |
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: | July 24, 2020 | By: | /s/ Matthew Schroeder |
Name: | Matthew Schroeder | ||
Title: | Chief Financial Officer |