SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) April 10, 2003
RITE AID CORPORATION
-------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 1-5742 23-1614034
--------------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
30 Hunter Lane, Camp Hill, Pennsylvania 17011
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (717) 761-2633
-----------------------
None
--------------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits.
99.1 Registrant's Press Release, dated April 10, 2003.
Item 12. Results of Operations and Financial Condition.
On April 10, 2003, we announced our results of operations and financial
position as of and for the fourth quarter and year ended March 1, 2003. The
press release is attached hereto as Exhibit 99.1 and is incorporated herein by
reference.
The announcement includes the non-GAAP financial measures "Adjusted FIFO Net
Income (Loss)" and "Adjusted EBITDA."
Adjusted FIFO net income (loss) represents results from continuing operations
before extraordinary items and also primarily excludes LIFO adjustments,
charges for store closing and impairment, closed store liquidation expense,
stock-based compensation expense, share of loss from equity investments, loss
on debt and lease conversions and modifications, litigation proceeds,
litigation expense, expenses related to prior managements' business practices
and non-recurring items.
Adjusted EBITDA represents income from continuing operations before
extraordinary items and also primarily excludes income taxes, interest
expense, depreciation and amortization, LIFO adjustments, charges for store
closing and impairment, closed store liquidation expense, stock-based
compensation expense, share of loss from equity investments, loss on debt and
lease conversions and modifications, litigation proceeds, litigation expense,
expenses related to prior managements' business practices and non-recurring
items.
We reference these non-GAAP financial measures as a management group
frequently in our decision-making because they provide supplemental
information that facilitates internal comparisons to historical operating
performance of prior periods and external comparisons to competitors'
historical operating performance. In addition, incentive compensation for
management is based on Adjusted EBITDA and we base our forward-looking
estimates on Adjusted EBITDA to facilitate quantification of planned business
activities and enhance subsequent follow-up with comparisons of actual to
planned Adjusted EBITDA. We include these non-GAAP financial measures in the
earnings announcement in order to provide transparency to investors and enable
investors to compare our operating performance with the operating performance
of our competitors.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
RITE AID CORPORATION
Dated: April 10, 2003 By:
/s/ Robert B. Sari
------------------------------------
Name: Robert B. Sari
Title: Senior Vice President,
General Counsel and Secretary
EXHIBIT INDEX
Exhibit No. Description
99.1 Registrant's Press Release dated April 10, 2003.