Business Services Industry
Rite Aid Sets Date for Special Meeting of Stockholders in Connection with the Brooks Eckerd Acquisition
Business Wire, Nov 30, 2006
CAMP HILL, Pa. -- Rite Aid Corporation (NYSE, PCX:RAD) today announced that a special meeting of Rite Aid stockholders will be held on January 18, 2007, at 9:00 a.m. Eastern time at the Hilton Harrisburg, One North Second Street, Harrisburg, Pennsylvania, for stockholders of record at the close of business on November 24, 2006, in connection with Rite Aid's pending acquisition of the Brooks and Eckerd drugstore chains from The Jean Coutu Group (PJC) Inc.
At the special meeting, Rite Aid stockholders will be asked to approve: (i) the issuance of 250 million shares of Rite Aid common stock to The Jean Coutu Group in accordance with the stock purchase agreement between Rite Aid and The Jean Coutu Group, (ii) an amendment to Rite Aid's certificate of incorporation to increase the number of authorized shares of Rite Aid common stock from 1 billion to 1.5 billion, and (iii) the adoption of the Rite Aid Corporation 2006 Omnibus Equity Plan.
Closing of the transaction is subject to the expiration or termination of the Hart-Scott-Rodino waiting period in addition to Rite Aid stockholder approval and other customary closing conditions. Rite Aid continues to expect that the transaction could close as early as the latter part of Rite Aid's fiscal 2007 fourth quarter, which begins December 3, 2006 and ends March 3, 2007.
About Rite Aid
Rite Aid Corporation is one of the nation's leading drugstore chains with annual revenues of $17.3 billion and more than 3,300 stores in 27 states and the District of Columbia. Information about Rite Aid, including corporate background and press releases, is available through the company's website at www.riteaid.com.
This press release may contain forward-looking statements, which are subject to certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied in the forward-looking statements. Factors that could cause actual results to differ materially from those expressed or implied in such forward-looking statements include our high level of indebtedness, our ability to make interest and principal payments on our debt and satisfy the other covenants contained in our senior secured credit facility and other debt agreements, our ability to improve the operating performance of our existing stores in accordance with our long term strategy, our ability to hire and retain pharmacists and other store personnel, the efforts of private and public third-party payors to reduce prescription drug reimbursements and encourage mail order, competitive pricing pressures, continued consolidation of the drugstore industry, changes in state or federal legislation or regulations, the outcome of lawsuits and governmental investigations, general economic conditions and inflation, interest rate movements, access to capital, the ability of Rite Aid to consummate the transaction with The Jean Coutu Group and realize the benefits of such transaction and our ability to assume the senior subordinated notes. Consequently, all of the forward-looking statements made in this press release are qualified by these and other factors, risks and uncertainties. Readers are also directed to consider other risks and uncertainties discussed in documents filed by the Company with the Securities and Exchange Commission. Forward-looking statements can be identified through the use of words such as "may", "will", "intend", "plan", "project", "expect", "anticipate", "could", "should", "would", "believe", "estimate", "contemplate", and "possible".
ADDITIONAL INFORMATION AND WHERE TO FIND IT
In connection with the proposed transaction, a definitive proxy statement of Rite Aid and other materials have been filed with the SEC and are publicly available. WE URGE INVESTORS TO READ THE DEFINITIVE PROXY STATEMENT AND THESE OTHER MATERIALS CAREFULLY BECAUSE THEY CONTAIN IMPORTANT INFORMATION. Such proxy statement and other relevant documents may also be obtained, free of charge, on the Securities and Exchange Commission's website (http://www.sec.gov) or by contacting our Secretary, Rite Aid Corporation, 30 Hunter Lane, Camp Hill, Pennsylvania 17011.
PARTICIPANTS IN THE SOLICITATION
Rite Aid and certain persons may be deemed to be participants in the solicitation of proxies relating to the proposed transaction. The participants in such solicitation may include Rite Aid's executive officers and directors. Further information regarding persons who may be deemed participants is available in the proxy statement filed with the Securities and Exchange Commission in connection with the transaction.
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