Advance Auto Parts 2012 Annual Report Download - page 89

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F-44
ADVANCE AUTO PARTS, INC.
SCHEDULE I - CONDENSED FINANCIAL INFORMATION OF THE REGISTRANT
Notes to the Condensed Parent Company Statements
December 31, 2011, January 1, 2011 and January 2, 2010
(in thousands, except per share data)
The Company may redeem some or all of the Notes at any time or from time to time, at the redemption price described in
the Indenture. In addition, in the event of a Change of Control Triggering Event (as defined in each of the Indentures for the
Notes), the Company will be required to offer to repurchase the Notes at a price equal to 101% of the principal amount thereof,
plus accrued and unpaid interest to the repurchase date. The Notes are currently fully and unconditionally guaranteed, jointly
and severally, on an unsubordinated and unsecured basis by each of the subsidiary guarantors. The Company will be permitted
to release guarantees without the consent of holders of the Notes under the circumstances described in the Indenture: (i) upon
the release of the guarantee of the Company's other debt that resulted in the affected subsidiary becoming a guarantor of this
debt; (ii) upon the sale or other disposition of all or substantially all of the stock or assets of the subsidiary guarantor; or (iii)
upon the Company's exercise of its legal or covenant defeasance option.
The Indenture contains customary provisions for events of default including for (i) failure to pay principal or interest when
due and payable, (ii) failure to comply with covenants or agreements in the Indenture or the Notes and failure to cure or obtain
a waiver of such default upon notice, (iii) a default under any debt for money borrowed by the Company or any of its
subsidiaries that results in acceleration of the maturity of such debt, or failure to pay any such debt within any applicable grace
period after final stated maturity, in an aggregate amount greater than $25,000 without such debt having been discharged or
acceleration having been rescinded or annulled within 10 days after receipt by the Company of notice of the default by the
Trustee or holders of not less than 25% in aggregate principal amount of the Notes then outstanding, and (iv) events of
bankruptcy, insolvency or reorganization affecting the Company and certain of its subsidiaries. In the case of an event of
default, the principal amount of the Notes plus accrued and unpaid interest may be accelerated. The Indenture also contains
covenants limiting the ability of the Company and its subsidiaries to incur debt secured by liens and to enter into sale and lease-
back transactions.
Bank Debt
The Company fully and unconditionally guarantees the revolving credit facility of Stores. The revolving credit agreement
does not contain restrictions on the payment of dividends, loans or advances between the Company and Stores and Stores'
subsidiaries. Therefore, there are no such restrictions as of December 29, 2012 and December 31, 2011.
5. Commitments and Contingencies
The Company has indirect commitments and contingencies through Stores. For a discussion of the commitments and
contingencies of the consolidated company, see Notes 15 and 16 of the consolidated financial statements.