Rite Aid Corporation has commenced a tender offer (the Tender Offer) to purchase for cash up to $200 million aggregate purchase price (not including any accrued and unpaid interest, and as such amount may be increased or decreased by the Company, the Aggregate Maximum Purchase Price) of the Company's outstanding 7.500% Senior Secured Notes due 2025 (the Notes). In connection with the Tender Offer, the Company is also soliciting consents (the Consents) from registered holders (each, a Holder and, collectively, the Holders) of the Notes (the Consent Solicitation) to proposed amendments to the indenture governing the Notes (the Indenture), providing for, among other things, the elimination of substantially all of the restrictive covenants and certain events of default under the Indenture with respect to the Notes and the release of all the collateral securing the obligations of the Company and the subsidiary guarantors from time to time party thereto (the Guarantors) under the Notes (the Proposed Amendments). In the event of any proration of the Notes, the Consents delivered shall be null and void.
The terms and conditions of the Tender Offer and the Consent Solicitation are described in an Offer to Purchase and Consent Solicitation Statement, dated November 3, 2022 (the Offer to Purchase and Consent Solicitation Statement). Title of Notes: 7.500% Senior Secured Notes due 2025. CUSIP Number: U76659AX6 767754CK8.
Aggregate Principal Amount Outstanding $485,058,000. Aggregate Maximum Purchase Price: $200,000,000. Early Tender Premium: 50.00.
Tender Offer Consideration: $700.00. Total Consideration: $750.00.