SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) November 8, 2000
RITE AID CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-5742 23-1614034
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
30 Hunter Lane, Camp Hill, Pennsylvania 17011
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (717) 761-2633
None
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(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
On November 8, 2000, the Board of Directors of Rite Aid
Corporation ("Rite Aid") approved and adopted amendments to the By-laws of
Rite Aid. A copy of the By-laws of Rite Aid, as amended, is attached hereto
as an exhibit and is incorporated herein by reference.
On November 9, 2000, Rite Aid entered into an amendment (the
"Amendment"), dated as of November 6, 2000, to the Senior Credit Agreement,
dated as of June 12, 2000, among Rite Aid and the Banks party thereto (the
"Banks"), whereby (i) the Banks agreed to make additional term loans in the
aggregate amount of $100,000,000 to Rite Aid on or before November 10,
2000, and (ii) the parties agreed that certain changes be made in the
Minimum Interest Coverage Ratio and the Minimum Fixed Charge Coverage
Ratio, as defined in the Senior Credit Agreement. A form of the Amendment
is attached hereto as an exhibit and is incorporated herein by reference.
On November 9, 2000, Rite Aid issued a press release announcing
that it has reached an agreement to settle the consolidated securities
class action lawsuits pending against it in the U.S. District Court for the
Eastern District of Pennsylvania as well as the derivative lawsuits pending
in the U.S. District Court for the Eastern District of Pennsylvania and in
the U.S. District Court for Delaware. The press release is attached hereto
as an exhibit and is incorporated herein by reference.
On November 10, 2000, Rite Aid entered into privately negotiated
agreements to reduce its long-term debt by exchanging a total of 9,222,200
shares of its common stock for $79,872,000 aggregate principal amount of
its outstanding 5.25% Convertible Subordinated Notes due September 15, 2002
and for $12,350,000 aggregate principal amount of its outstanding Dealer
Remarketable Securities/144A due October 1, 2013.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(c) Exhibits.
3.1 By-laws of Rite Aid Corporation, as amended on November
8, 2000.
10.1 Form of Amendment No. 1, dated as of November 6, 2000, to the
Senior Credit Agreement, dated as of June 12, 2000, among
Rite Aid Corporation, the Banks party thereto, Citicorp
USA, Inc., as Senior Administrative Agent, Citicorp USA,
Inc., as Senior Collateral Agent, and Heller Financial,
Inc. and Fleet Retail Finance Inc., as Syndication
Agents.
99.1 Press Release, dated November 9, 2000.
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: November 13, 2000 By: /s/ Elliot S. Gerson
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Name: Elliot S. Gerson
Title: Senior Executive Vice
President and General
Counsel
EXHIBIT INDEX
Exhibit No. Description
3.1 By-laws of Rite Aid Corporation, as amended on November
8, 2000.
10.1 Form of Amendment No. 1, dated as of November 6, 2000, to the
Senior Credit Agreement, dated as of June 12, 2000, among
Rite Aid Corporation, the Banks party thereto, Citicorp
USA, Inc., as Senior Administrative Agent, Citicorp USA,
Inc., as Senior Collateral Agent, and Heller Financial,
Inc. and Fleet Retail Finance Inc., as Syndication
Agents.
99.1 Press Release, dated November 9, 2000.
