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) November 21, 2000
DISCOUNT AUTO PARTS, INC.
--------------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Its Charter)
Florida 001-11276 59-1447420
--------------------------------- --------------------- ------------------
(State or Other Jurisdiction of (Commission File No.) (IRS Employer
Incorporation) Identification No.)
4900 Frontage Road, South, Lakeland, Florida 33815
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (863) 687-9226
--------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS.
On November 21, 2000, the Board of Directors of Discount Auto Parts, Inc.
(the "Company") declared a dividend distribution of one right (a "Right") for
each share of Common Stock, par value $0.01 per share (the "Common Stock") of
the Company outstanding at the close of business on December 14, 2000 (the
"Record Date"), pursuant to the terms of a Rights Agreement, dated as of
November 21, 2000 (the "Rights Agreement"), between the Company and ChaseMellon
Shareholder Services, L.L.C., as Rights Agent. The Rights Agreement also
provides, subject to specified exceptions and limitations, that Common Stock
issued or delivered after the Record Date will be entitled to and accompanied by
Rights. The Rights are in all respects subject to and governed by the provisions
of the Rights Agreement, a copy of which (including all exhibits thereto) is
filed as Exhibit 4.1 hereto and incorporated herein by this reference. A summary
description of the Rights Agreement is set forth in Exhibit C to the Rights
Agreement.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(a) Financial Statements of Businesses Acquired: None
(b) Pro Forma Financial Information: None
(c) Exhibits:
Exhibit
Number Exhibit
------ -------
4.1 Stockholder Rights Agreement
(including Exhibits thereto)
(filed as Exhibit 4.1 to the Company's
Form 8-A on November 27, 2000
and incorporated by reference herein)
99.1 Press Release, dated November 27, 2000
(filed as Exhibit 99.1 to the Company's
Form 8-A on November 27, 2000
and incorporated by reference herein)
<PAGE>
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.
DISCOUNT AUTO PARTS, INC.
By: /s/ Peter J. Fontaine
Name: Peter J. Fontaine
Title: Chairman of the Board and
Chief Executive Officer
Date: November 27, 2000
<PAGE>
INDEX TO EXHIBITS
EXHIBIT
NUMBER EXHIBIT
------ -------
4.1 Stockholder Rights Agreement
(including Exhibits thereto)
(filed as Exhibit 4.1 to the Company's
Form 8-A on November 27, 2000
and incorporated by reference herein)
99.1 Press Release, dated November 27, 2000
(filed as Exhibit 4.1 to the Company's
Form 8-A on November 27, 2000
and incorporated by reference herein)