| [February 14, 2012] |
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Rite Aid Announces Offering of Senior Notes as Part of a Refinancing of Its 8.625% Senior Notes Due 2015
CAMP HILL, Pa. --(Business Wire)--
Rite Aid Corporation (NYSE: RAD) announced today its intention to offer
$481.0 million aggregate principal amount of a new series of senior
notes due 2020 (the "Notes"). The Notes will be unsecured,
unsubordinated obligations of Rite Aid Corporation and will be
guaranteed by substantially all of Rite Aid's subsidiaries.
Rite Aid intends to use the net proceeds of the offering to pay the
consideration, accrued and unpaid interest and related fees and expenses
in connection with today's previously announced tender offer for any and
all of its outstanding 8.625% senior notes due 2015 and related consent
solicitation. Rite Aid expects to call for redemption any 8.625% senior
notes due 2015 not tendered in the tender offer. Rite Aid's results of
operations, including net loss and loss per share, and guidance could be
affected by fees, expenses and charges related to this offering and the
tender offer and consent solicitation.
The Notes and the related subsidiary guarantees will be offered in the
United States to qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the "Securities Act"), and
outside the United States pursuant to Regulation S under the Securities
Act. The Notes and the related subsidiary guarantees have not been
registered under the Securities Act and may not be offered or sold in
the United States withot registration or an applicable exemption from
the registration requirements.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of Notes in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such jurisdiction.
Rite Aid Corporation is one of the nation's leading drugstore chains
with approximately 4,700 stores in 31 states and the District of
Columbia and fiscal 2011 annual revenues of $25.2 billion.
Statements in this release that are not historical are
forward-looking statements made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Words such as
"anticipate," "believe," "continue," "could," "estimate," "expect,"
"intend," "may," "plan," "predict," "project," "should," and "will" and
variations of such words and similar expressions are intended to
identify such forward-looking statements. These forward-looking
statements are not guarantees of future performance and involve risks,
assumptions and uncertainties, including, but not limited to, our high
level of indebtedness and our ability to make interest and principal
payments on our debt and satisfy the other covenants contained in our
debt agreements, general economic, market and competitive conditions,
our ability to improve the operating performance of our stores in
accordance with our long term strategy, the efforts of private and
public third-party payers to reduce prescription drug reimbursements and
encourage mail order, the ability to realize anticipated results from
capital expenditures and cost reduction initiatives, outcomes of legal
and regulatory matters and changes in legislation or regulations,
including healthcare reform. These and other risks, assumptions and
uncertainties are described in Item 1A (Risk Factors) of our most recent
Annual Report on Form 10-K and in other documents that we file or
furnish with the Securities and Exchange Commission, which you are
encouraged to read. Should one or more of these risks or uncertainties
materialize, or should underlying assumptions prove incorrect, actual
results may vary materially from those indicated or anticipated by such
forward-looking statements. Accordingly, you are cautioned not to place
undue reliance on these forward-looking statements, which speak only as
of the date they are made. Rite Aid expressly disclaims any current
intention to update publicly any forward-looking statement after the
distribution of this release, whether as a result of new information,
future events, changes in assumptions or otherwise.

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