Attached files
| file | filename |
|---|---|
| EX-31.1 - EX-31.1 - RITE AID CORP | a2205820zex-31_1.htm |
| EX-32 - EX-32 - RITE AID CORP | a2205820zex-32.htm |
| EX-31.2 - EX-31.2 - RITE AID CORP | a2205820zex-31_2.htm |
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(Amendment No. 1)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the quarterly period ended August 27, 2011 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
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For the transition period from to |
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Commission File Number: 1-5742
RITE AID CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware (State or other jurisdiction of incorporation or organization) |
23-1614034 (I.R.S. Employer Identification No.) |
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30 Hunter Lane, Camp Hill, Pennsylvania (Address of principal executive offices) |
17011 (Zip Code) |
Registrant's telephone number, including area code: (717) 761-2633.
(Former
Name, Former Address and Former Fiscal Year, if Changed Since Last Report):
Not Applicable
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months, and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post such files). Yes ý No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definitions of "large accelerated filer," "accelerated filer," and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer ý | Accelerated filer o | Non-accelerated filer o (Do not check if a smaller reporting company) |
Smaller reporting company o |
Indicate by check mark whether registrant is a shell company (as defined in Rule 12b-2 of the Exchange act). Yes o No ý
The registrant had 898,743,304 shares of its $1.00 par value common stock outstanding as of September 22, 2011.
Rite Aid Corporation (the "Company") is filing this Amendment No. 1 to its Form 10-Q originally filed with the Securities and Exchange Commission on October 5, 2011 (the "Original Filing"). This Amendment is being filed solely for the purpose of correcting a typographical error in the certification filed as Exhibit 32 to the Original Filing.
1
- (a)
- The following exhibits are filed as part of this report.
| Exhibit Numbers |
Description | Incorporation By Reference To | |||
|---|---|---|---|---|---|
| 2.1 | Amended and Restated Stockholder Agreement, dated August 23, 2006, amended and restated as of June 4, 2007, by and between Rite Aid Corporation, The Jean Coutu Group (PJC) Inc., Jean Coutu, Marcelle Coutu, Francois J. Coutu, Michel Coutu, Louis Coutu, Sylvie Coutu and Marie-Josee Coutu | Exhibit 2.2 to Form 10-Q, filed on July 12, 2007 | |||
2.2 |
Letter Agreement to the Amended and Restated Stockholder Agreement, dated April 20, 2010, by and between Rite Aid Corporation and The Jean Coutu Group (PJC) Inc. |
Exhibit 2.2 to Form 10-Q, filed on July 6, 2010 |
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2.3 |
Registration Rights Agreement, dated August 23, 2006, by and between Rite Aid Corporation and The Jean Coutu Group (PJC) Inc. |
Exhibit 10.2 to Form 8-K, filed on August 24, 2006 |
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3.1 |
Restated Certificate of Incorporation, dated December 12, 1996 |
Exhibit 3(i) to Form 8-K, filed on November 2, 1999 |
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3.2 |
Certificate of Amendment to the Restated Certificate of Incorporation, dated February 22, 1999 |
Exhibit 3(ii) to Form 8-K, filed on November 2, 1999 |
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3.3 |
Certificate of Amendment to the Restated Certificate of Incorporation, dated June 27, 2001 |
Exhibit 3.4 to Registration Statement on Form S-1, File No. 333-64950, filed on July 12, 2001 |
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3.4 |
Certificate of Amendment to the Restated Certificate of Incorporation, dated June 4, 2007 |
Exhibit 4.4 to Registration Statement on Form S-8, File No. 333-146531, filed on October 5, 2007 |
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3.5 |
Certificate of Amendment to the Restated Certificate of Incorporation, dated June 25, 2009 |
Exhibit 3.1 to Form 10-Q, filed on July 8, 2009 |
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3.6 |
7% Series G Cumulative Convertible Pay-in-Kind Preferred Stock Certificate of Designation dated January 28, 2005 |
Exhibit 3.2 to Form 8-K, filed on February 2, 2005 |
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3.7 |
6% Series H Cumulative Convertible Pay-in-Kind Preferred Stock Certificate of Designation dated January 28, 2005 |
Exhibit 3.3 to Form 8-K, filed on February 2, 2005 |
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3.8 |
Amended and Restated By-Laws |
Exhibit 3.1 to Form 8-K, filed on January 27, 2010 |
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2
| Exhibit Numbers |
Description | Incorporation By Reference To | |||
|---|---|---|---|---|---|
| 4.1 | Indenture, dated August 1, 1993, by and between Rite Aid Corporation, as issuer, and Morgan Guaranty Trust Company of New York, as trustee, related to the Company's 7.70% Notes due 2027 and 6.875% Notes due 2013 | Exhibit 4A to Registration Statement on Form S-3, File No. 033-63794, filed on June 3, 1993 | |||
4.2 |
Supplemental Indenture dated as of February 3, 2000, between Rite Aid Corporation, as issuer, and U.S. Bank Trust National Association as successor to Morgan Guaranty Trust Company of New York, to the Indenture dated as of August 1, 1993, relating to the Company's 7.70% Notes due 2027 and 6.875% Notes due 2013 |
Exhibit 4.1 to Form 8-K filed on February 7, 2000 |
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4.3 |
Indenture, dated as of December 21, 1998, between Rite Aid Corporation, as issuer, and Harris Trust and Savings Bank, as trustee, related to the Company's 6.875% Notes due 2028 |
Exhibit 4.1 to Registration Statement on Form S-4, File No. 333-74751, filed on March 19, 1999 |
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4.4 |
Supplemental Indenture, dated as of February 3, 2000, between Rite Aid Corporation and Harris Trust and Savings Bank, to the Indenture dated December 21, 1998, between Rite Aid Corporation and Harris Trust and Savings Bank, related to the Company's 6.875% Notes due 2028 |
Exhibit 4.4 to Form 8-K filed on February 7, 2000 |
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4.5 |
Indenture, dated as of May 20, 2003, between Rite Aid Corporation, as issuer, and BNY Midwest Trust Company, as trustee, related to the Company's 9.25% Senior Notes due 2013 |
Exhibit 4.12 to Form 10-Q, filed on July 3, 2003 |
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4.6 |
Supplemental Indenture, dated as of June 4, 2007, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Trust Company, N.A. to the Indenture, dated as of May 20, 2003, between Rite Aid Corporation and BNY Midwest Trust Company, related to the Company's 9.25% Senior Secured Notes due 2013 |
Exhibit 4.8 to Form 10-Q, filed on January 9, 2008 |
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3
| Exhibit Numbers |
Description | Incorporation By Reference To | |||
|---|---|---|---|---|---|
| 4.7 | Second Supplemental Indenture, dated as of June 17, 2008, between Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Trust Company, N.A., as successor trustee, to the Indenture dated as of May 20, 2003, between Rite Aid Corporation and BNY Midwest Trust Company, related to the Company's 9.25% Senior Secured Notes due 2013 | Exhibit 4.10 to Form 10-Q, filed on July 10, 2008 | |||
4.8 |
Indenture, dated as of February 21, 2007, among Rite Aid Corporation, as issuer, the subsidiary guarantors named therein and The Bank of New York Trust Company, N.A., as trustee, related to the Company's 7.5% Senior Secured Notes due 2017 |
Exhibit 99.1 to Form 8-K, filed on February 26, 2007 |
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4.9 |
Supplemental Indenture, dated as of June 4, 2007, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Trust Company, N.A. to the Indenture dated as of February 21, 2007, between Rite Aid Corporation and The Bank of New York Trust Company, N.A., related to the Company's 7.5% Senior Secured Notes due 2017 |
Exhibit 4.12 to Form 10-Q, filed on January 9, 2008 |
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4.10 |
Second Supplemental Indenture, dated as of July 9, 2008, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Mellon Trust Company, N.A., as successor trustee, to the Indenture, dated as of February 15, 2007, between Rite Aid Corporation and The Bank of New York Trust Company, N.A., related to the Company's 7.5% Senior Secured Notes due 2017 |
Exhibit 4.13 to Form 10-Q, filed on July 10, 2008 |
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4.11 |
Indenture, dated as of February 21, 2007, between Rite Aid Corporation, as issuer, and The Bank of New York Trust Company, N.A., as trustee, related to the Company's 8.625% Senior Notes due 2015 |
Exhibit 99.2 to Form 8-K, filed on February 26, 2007 |
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4
| Exhibit Numbers |
Description | Incorporation By Reference To | |||
|---|---|---|---|---|---|
| 4.12 | Supplemental Indenture, dated as of June 4, 2007, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Trust Company, N.A. to the Indenture, dated as of February 21, 2007, between Rite Aid Corporation and The Bank of New York Trust Company, N.A., related to the Company's 8.625% Senior Secured Notes due 2015 | Exhibit 4.14 to Form 10-Q, filed on January 9, 2008 | |||
4.13 |
Second Supplemental Indenture, dated as of July 9, 2008, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Mellon Trust Company, N.A., as successor trustee, to the Indenture, dated as of February 15, 2007, between Rite Aid Corporation and The Bank of New York Trust Company, N.A., related to the Company's 8.625% Senior Notes due 2015 |
Exhibit 4.16 to Form 10-Q, filed on July 10, 2008 |
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4.14 |
Amended and Restated Indenture, dated as of June 4, 2007, among Rite Aid Corporation (as successor to Rite Aid Escrow Corp.), the subsidiary guarantors named therein and The Bank of New York Trust Company, N.A., as Trustee, related to the Company's 9.375% Senior Notes due 2015 |
Exhibit 4.1 to Form 8-K, filed on June 6, 2007 |
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4.15 |
First Supplemental Indenture, dated as of July 9, 2008, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Mellon Trust Company, N.A. to the Amended and Restated Indenture, dated as of June 4, 2007, among Rite Aid Corporation (as successor to Rite Aid Escrow Corp.), the subsidiary guarantors named therein and The Bank of New York Trust Company, N.A., related to the Company's 9.375% Senior Notes due 2015 |
Exhibit 4.18 to Form 10-Q, filed on July 10, 2008 |
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4.16 |
Amended and Restated Indenture, dated as of June 4, 2007, among Rite Aid Corporation (as successor to Rite Aid Escrow Corp.), the subsidiary guarantors named therein and The Bank of New York Trust Company, N.A., as Trustee, related to the Company's 9.5% Senior Notes due 2017 |
Exhibit 4.2 to Form 8-K, filed on June 6, 2007 |
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5
| Exhibit Numbers |
Description | Incorporation By Reference To | |||
|---|---|---|---|---|---|
| 4.17 | First Supplemental Indenture, dated as of July 9, 2008, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Mellon Trust Company, N.A., as successor trustee, to the Amended and Restated Indenture, dated as of June 4, 2007, among Rite Aid Corporation (as successor to Rite Aid Escrow Corp.), the subsidiary guarantors named therein and The Bank of New York Trust Company, N.A., related to the Company's 9.5% Senior Notes due 2017 | Exhibit 4.20 to Form 10-Q, filed on July 10, 2008 | |||
4.18 |
Indenture, dated as of May 29, 2008, between Rite Aid Corporation, as issuer, and The Bank of New York Trust Company, N.A., as trustee, related to the Company's Senior Debt Securities |
Exhibit 4.1 to Form 8-K, filed on June 2, 2008 |
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4.19 |
First Supplemental Indenture, dated as of May 29, 2008, among Rite Aid Corporation, the subsidiaries named therein and The Bank of New York Trust Company, N.A. to the Indenture dated as of May 29, 2008 between Rite Aid Corporation and The Bank of New York Trust Company, N.A., related to the Company's 8.5% Convertible Notes due 2015 |
Exhibit 4.2 to Form 8-K, filed on June 2, 2008 |
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4.20 |
Indenture, dated as of July 9, 2008, between Rite Aid Corporation, as issuer, and The Bank of New York Mellon Trust Company, N.A., as trustee, related to the Company's 10.375% Senior Secured Notes due 2016 |
Exhibit 4.23 to Form 10-Q, filed on July 10, 2008 |
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4.21 |
Indenture, dated as of June 12, 2009, among Rite Aid Corporation, as issuer, the subsidiary guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee, related to the Company's 9.750% Senior Secured Notes due 2016 |
Exhibit 4.1 to Form 8-K, filed on June 16, 2009 |
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4.22 |
Indenture, dated as of October 26, 2009, among Rite Aid Corporation, as issuer, the subsidiary guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee, related to the Company's 10.25% Senior Secured Notes due 2019. |
Exhibit 4.1 to Form 8-K, filed on October 29, 2009 |
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6
| Exhibit Numbers |
Description | Incorporation By Reference To | |||
|---|---|---|---|---|---|
| 4.23 | Indenture, dated as of August 16, 2010, among Rite Aid Corporation, as issuer, the subsidiary guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee, related to the Company's 8.00% Senior Secured Notes due 2020 | Exhibit 4.1 to Form 8-K, filed on August 19, 2010 | |||
10.1 |
Amended and Restated Employment Agreement, dated as of June 23, 2011, between Rite Aid Corporation and Enio A. Montini, Jr. |
Exhibit 10.1 to Form 10-Q, filed on October 5, 2011 |
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10.2 |
Amended and Restated Employment Agreement, dated as of July 11, 2011, between Rite Aid Corporation and Robert K. Thompson. |
Exhibit 10.2 to Form 10-Q, filed on October 5, 2011 |
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11 |
Statement regarding computation of earnings per share. (See Note 2 to the condensed consolidated financial statements) |
Exhibit 11 to Form 10-Q, filed on October 5, 2011 |
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31.1 |
Certification of CEO pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended |
Filed herewith |
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31.2 |
Certification of CFO pursuant to Rule 13a-14(a) or Rule 15d-14(a) under the Securities Exchange Act of 1934, as amended |
Filed herewith |
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32 |
Certification of CEO and CFO pursuant to 18 United States Code, Section 1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002 |
Filed herewith |
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101. |
The following materials are formatted in Extensible Business Reporting Language (XBRL): (i) Condensed Consolidated Balance Sheets at August 27, 2011 and February 26, 2011, (ii) Condensed Consolidated Statements of Operations for the thirteen and twenty-six week periods ended August 27, 2011 and August 28, 2010, (iii) Condensed Consolidated Statements of Cash Flow for the twenty-six week periods ended August 27, 2011 and August 28, 2010, and (iv) Notes to Condensed Consolidated Financial Statements tagged in detail.* |
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- *
- Furnished, not filed.
7
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 thereunto duly authorized.
| Date: October 7, 2011 | RITE AID CORPORATION | |||
By: |
/s/ MARC A. STRASSLER Marc A. Strassler Executive Vice President and General Counsel |
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Date: October 7, 2011 |
By: |
/s/ FRANK G. VITRANO Frank G. Vitrano Senior Executive Vice President, Chief Financial Officer and Chief Administrative Officer |
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8
Explanatory Note
SIGNATURES