Item 1.01. Entry into a Material Definitive Agreement.

The disclosure under Item 2.03 of this Current Report on Form 8-K is incorporated herein by reference.

Item 1.02. Termination of a Material Definitive Agreement.

Termination of Credit Agreement



On November 9, 2021, in conjunction with the entry by Advance Auto Parts, Inc.
(the "Company") into a credit facility (as more fully described in Item 2.03
below), Advance Stores Company, Incorporated, a wholly owned subsidiary of the
Company ("Advance Stores"), terminated the Credit Agreement dated as of January
31, 2017, as amended by Amendment No. 1 to the Credit Agreement, dated as of
January 31, 2018, and by Amendment No. 2 to the Credit Agreement, dated as of
January 10, 2019 (the "2017 Credit Agreement"), among the Company, Advance
Stores, as Borrower, and Bank of America, N.A., as Administrative Agent, which
was filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed
February 6, 2017. Upon execution of the credit facility described below, the
lenders' commitments under the 2017 Credit Agreement were terminated and the
liability of the Company and its subsidiaries with respect to their obligations
under the 2017 Credit Agreement was discharged.

Certain lenders under the 2017 Credit Agreement and their affiliates have various commercial relationships with the Company and its subsidiaries involving the provision of financial services, including cash management, investment banking and general financing services.

Item 2.02 Results of Operations and Financial Condition.

On November 15, 2021, the Company issued a press release setting forth its financial results for its third quarter ended October 9, 2021. The press release is furnished as Exhibit 99.1 to this Report and is hereby incorporated by reference in this Item 2.02.



As provided in General Instruction B.2 of Form 8-K, the information and exhibit
contained in this Current Report on Form 8-K shall not be deemed to be "filed"
for the purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, nor shall it be deemed to be incorporated by reference in any filing
under the Securities Act of 1933, as amended, except as shall be expressly set
forth by specific reference in such a filing.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

Entry into Credit Agreement



On November 9, 2021, the Company entered into a new credit agreement that
provides a $1.2 billion unsecured revolving credit facility (the "2021 Credit
Agreement") with Advance Stores, as a Guarantor, the lenders party thereto (the
"Lenders"), and Bank of America, N.A., Administrative Agent (the "Agent"). This
new revolver under the 2021 Credit Agreement replaced the revolver under the
2017 Credit Agreement (terminated as described in Item 1.02 above). The new
revolver provides for the issuance of letters of credit with a sublimit of $200
million. The Company may request that the total revolving commitment be
increased by an amount not exceeding $500 million during the term of the 2021
Credit Agreement. Voluntary prepayments and voluntary reductions of the
revolving loan balance, if any, are permitted in whole or in part, at the
Company's option, in minimum principal amounts as specified in the 2021 Credit
Agreement.


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The interest rates on outstanding amounts, if any, on the revolving facility
under the 2021 Credit Agreement will be based, at the Company's option, on an
adjusted LIBOR, plus a margin, or an alternate base rate, plus a margin. The
margins per annum for the revolving loan will vary from 0.795% to 1.300% for the
adjusted LIBOR and from 0.00% to 0.300% for alternate base rate based on the
assigned debt ratings of the Company. A facility fee will be charged on the
total revolving facility commitment, payable quarterly in arrears, in an amount
that will vary from 0.08% to 0.20% per annum based on the assigned debt ratings
of the Company. The 2021 Credit Agreement includes customary LIBOR replacement
provisions. The revolving facility terminates in November 2026; however, the
Company may request up to two one-year extensions of the termination date, the
Company may request each Lender to extend such Lender's maturity date for an
additional one-year period, subject to the right of each Lender to elect not to
agree to such extension and provided that only two such extensions are permitted
under the agreement.

The 2021 Credit Agreement is guaranteed by certain material subsidiaries of the
Company (including Advance Stores), as Guarantors, pursuant to the Guarantee
Agreement among the Company, the Guarantors and the Agent for the Lenders (the
"Guarantee Agreement").

The 2021 Credit Agreement contains customary covenants restricting the ability
of the Company and its subsidiaries to, among other things, (i) create, incur or
assume additional debt (only with respect to subsidiaries of the Company), (ii)
incur liens, (iii) change the nature of its business conducted by itself and its
subsidiaries, (iv) enter into certain hedging arrangements, (v) enter into
restrictive agreements limiting their ability to incur liens on any of their
property or assets, pay distributions, repay loans, or guarantee indebtedness of
their subsidiaries, and (vi) with respect to the Company, among other things, to
change the holding company status of the Company. The Company is required to
comply with financial covenants with respect to a maximum leverage ratio and a
minimum coverage ratio. The 2021 Credit Agreement also provides for customary
events of default, including non-payment defaults, covenant defaults and
cross-defaults of the Company's other material indebtedness.

Certain Lenders and their affiliates have various commercial relationships with
the Company and its subsidiaries involving the provision of financial services,
including cash management, investment banking and general financing services.

The above description of the 2021 Credit Agreement and the Guarantee Agreement
is not complete and is qualified in its entirety by the text of the respective
agreements, which are filed as Exhibits 10.1 and 10.2 to this Current Report on
Form 8-K and incorporated by reference herein.

Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.

Exhibit No.           Exhibit Description

  10.1                  Credit Agreement, dated as of November     9    ,

2021, among Advance Auto

Parts, Inc., Advance Stores Company, Incorporated,

the lenders party thereto, and


                      Bank of America, N.A., as Administrative Agent.
  10.2                  Guarantee Agreement, dated as of November     9

, 2021, among Advance Auto

Parts, Inc., the guarantors from time to time party

thereto and Bank of America,


                      N.A., as administrative agent for the lenders.
  99.1                  Press Release, dated November 15, 2021, issued by Advance Auto Parts, Inc.
101.1                 Pursuant to Rule 406 of Regulation S-T, the cover

page to this Current Report on


                      Form 8-K is formatted in Inline XBRL.
104.1                 Cover Page Interactive Data File (embedded within the

Inline XBRL document


                      included in Exhibit 101.1)

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