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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITTES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): April 24, 1996
REVCO D.S., INC.
(Exact Name of Registrant as Specified in Charter)
Delaware 1-5025 34-1527876
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(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
1925 Enterprise Parkway, Twinsburg, Ohio 44087
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (216) 425-9811.
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ITEM 5. OTHER EVENTS.
On April 24, 1996, the Registrant responded to an announcement
by Rite Aid Corporation ("Rite Aid") that Rite Aid had withdrawn its previously
announced tender offer to purchase 50.1 percent of the Registrant's outstanding
Common Stock (the "Offer"). Following Rite Aid's announcement, the Registrant
and Rite Aid terminated the Merger Agreement pursuant to which the Offer had
been made. A copy of the Registrant's press release issued in response to Rite
Aid's withdrawal of the Offer is attached to this Form 8-K as Exhibit "99.1".
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit Number Description
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99.1 Press Release
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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.
REVCO D.S., INC.
Date: April 26, 1996 By: /s/ JACK A. STAPH
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Jack A. Staph
Senior Vice President, Secretary
and General Counsel
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Exhibit 99.1
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FOR MORE INFORMATION: FOR IMMEDIATE RELEASE:
THOMAS G. DINGLEDY APRIL 24, 1996
DIRECTOR, PUBLIC RELATIONS
(216) 425-9811 EXT. 6145 (DAYS)
(216) 653-9465 (EVENINGS)
REVCO RESPONDS TO RITE AID WITHDRAWAL
TWINSBURG, OH -- April 24,1996 -- Revco D.S. Inc. (RXR) was informed
today that Rite Aid Corporation (RAD) has withdrawn its tender offer for Revco,
dated November 30, 1995.
D. Dwayne Hoven, president and chief executive officer of Revco, said
that Martin Grass, chairman and chief executive officer of Rite Aid, telephoned
him this morning with news of the development. "Mr. Grass indicated to me
that Rite Aid's decision was due to anti-trust concerns raised by the Federal
Trade Commission," said Hoven.
"We respect the opinion of the Federal Trade Commission on this
matter," said Hoven. "I believe, however, that the FTC's ruling in this case
does not preclude further consolidation in the retail drugstore business.
"Revco remains the second largest drugstore chain in America," Hoven
said. "Since the initial agreement was announced in November, Revco has
continued to operate as an independent company. Our performance has been among
the strongest in the industry and we are confident we will continue to be a
strong competitor. All of the qualities which have made Revco great are still
intact - including our attractive stores, strong distribution network, good
vendor relations, state-of-the-art pharmacy computer systems and most
importantly, our people."
Revco D.S., Inc., recognized as a Fortune 500 company, operates over
2,100 stores in 14 Mdwestern, Southeastern and Eastern states and is traded
on the New York Stock Exchange under the symbol RXR.
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Today's release, along with other Revco news releases, is available by FAX at
no charge by calling Company News on Call at (800) 758-5804, extension 751257.
It is also available on the Internet by accessing http://www.revco.com.
