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): October 2, 2007
Rite
Aid Corporation
(Exact
name of registrant as specified in its charter)
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Delaware
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1-5742
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23-1614034
|
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File Number)
|
(IRS
Employer
Identification
Number)
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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):
o
Written
communications pursuant
to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting
material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01 Entry into a Material Definitive
Agreement.
On
August 31, 2007, Rite Aid
Corporation (the "Company") entered into an amendment to its receivables
financing agreement dated as of September 21, 2004 (the "Receivables Financing
Agreement"), by and among Rite Aid Funding II, CAFCO, LLC, Falcon Asset
Securitization Company LLC, Variable Funding Capital Company LLC, Citibank,
N.A., JPMorgan Chase Bank, N.A., as investor agent, Wachovia Bank, National
Association, as investor agent, Citicorp North America, Inc., as investor
agent
and program agent, Rite Aid Hdqtrs. Funding, Inc., as collection agent, and
certain other parties thereto as originators, adding certain of the subsidiaries
acquired in the Company's acquisition of the Brooks Eckerd drugstore chain
from
The Jean Coutu Group (PJC) Inc. as originators under the Company's receivables
securitization facility.
On
September 18, 2007, the Company
entered into an additional amendment to the Receivables Financing Agreement,
increasing the commitments under the agreement by Citibank, N.A. and Wachovia
Bank, National Association from $175 million and $100 million, respectively
to
$325 million and $200 million, respectively, thereby increasing the overall
size
of the receivables securitization facility from $400 million to $650 million,
effective upon the completion of certain conditions precedent. The
termination date of the Receivables Financing Agreement was also extended
to
September 16, 2008 and the availability of the backstop amortization facility
that is provided by the investor agents and related banks was extended to
September 2010.
Under
the terms of the Receivables
Financing Agreement, the Company sells substantially all of its eligible
third
party pharmaceutical receivables to a bankruptcy remote special purpose entity
("SPE") and retains servicing responsibility. The assets of the SPE are not
available to satisfy the creditors of any other person, including any of
the
Company’s affiliates. These agreements provide for the Company to sell, and for
the SPE to purchase, these receivables. The SPE then transfers interests
in
these receivables to various commercial paper vehicles.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation Under
an Off-balance Sheet Arrangement of a Registrant.
See
description under Item
1.01.
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.
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Date:
October 2, 2007
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By:
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/s/
Robert B. Sari
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Name:
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Robert
B. Sari
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Title:
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Executive
Vice President,
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General
Counsel and Secretary
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