Rite Aid 2014 Annual Report Download - page 38

5,378,883 shares of common stock issued upon conversion at the $4.76 per share closing price on the
Settlement Date.
As of March 2, 2013, Rite Aid Lease Management Company, a 100 percent owned subsidiary, had
213,000 shares of its Cumulative Preferred Stock, Class A, par value $100 per share (‘‘RALMCO
Cumulative Preferred Stock’’), outstanding. The carrying amount of the RALMCO Cumulative
Preferred Stock as of November 29, 2013 was $20.8 million and was recorded in Other Noncurrent
Liabilities. On November 29, 2013, we repurchased all of the outstanding RALMCO Cumulative
Preferred Stock for $21.0 million. In connection with this transaction, we recorded a loss on debt
retirement of $0.3 million.
2013 Transactions
In February 2013, we used a portion of the proceeds from the Tranche 6 Term Loan, the proceeds
from our Tranche 1 Second Lien Term Loan, borrowings under our revolving credit facility and
available cash to repurchase and repay all of our outstanding $410.0 million aggregate principal of
9.750% senior secured notes, $470.0 million aggregate principal of 10.375% senior secured notes and
$180.3 million aggregate principal amount of 6.875% senior debentures. In February 2013,
$257.3 million aggregate principal amount of the 9.750% notes, $402.0 million aggregate principal
amount of the 10.375% notes and $119.1 million aggregate principal amount of the 6.875% debentures,
respectively, were tendered and repurchased by us. We redeemed the remaining 9.750% notes and
10.375% notes for $171.4 million and $72.9 million, respectively, which included the call premium and
interest through the redemption date. Additionally, we discharged the remaining 6.875% debentures for
$63.4 million, which included interest through maturity. These 9.750% notes, 10.375% notes and
6.875% debentures were satisfied and discharged as of February 21, 2013.
In February 2013, we also used available cash to redeem our $6.0 million aggregate principal
amount of 9.25% senior notes at par for $6.1 million, which included interest through the redemption
date.
In connection with the above transactions, we recorded a loss on debt retirement of $122.7 million
during the fourth quarter of fiscal 2013 due to the incurrence of tender and call premiums and interest
to maturity of $62.9 million, unamortized original issuance discount of $24.3 million and unamortized
debt issue costs of $35.5 million.
In February 2012, we issued $481.0 million of our 9.25% senior notes due March 2020 and in May
2012, we issued an additional $421.0 million of our 9.25% senior notes due 2020. The proceeds of the
notes, together with available cash, were used to repurchase and repay the 8.625% senior notes and the
9.375% senior notes, respectively. These notes are unsecured, unsubordinated obligations of Rite Aid
Corporation and rank equally in right of payment with all other unsubordinated indebtedness. Our
obligations under the notes are fully and unconditionally guaranteed, jointly and severally, on an
unsecured unsubordinated basis, by all of our subsidiaries that guarantee our obligations under our
senior secured credit facility, our second priority secured term loan facility and our outstanding 8.00%
senior secured notes due 2020, 7.5% senior secured notes due 2017, 10.25% senior secured notes due
2019 and 9.5% senior notes due 2017.
In May 2012, $296.3 million aggregate principal amount of the outstanding 9.375% notes were
tendered and repurchased by us. We redeemed the remaining 9.375% notes in June 2012 for
$108.7 million, which included the call premium and interest through the redemption date. The
refinancing resulted in an aggregate loss on debt retirement of $17.8 million.
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