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)
March 18, 2005 (March 17, 2005)
RITE AID CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 1-5742 23-1614034
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
30 Hunter Lane, Camp Hill, Pennsylvania 17011
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (717) 761-2633
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None
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On March 17, 2005, we issued a press release containing information regarding
results of operations for fiscal years 2004, 2003 and 2002 and the first three
quarters of fiscal 2005, a copy of which is attached as Exhibit 99.1 hereto.
ITEM 4.02. NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A RELATED
AUDIT REPORT OR COMPLETED INTERIM REVIEW.
(a) On March 17, 2005, our management and audit committee discussed the
letter issued February 7, 2005 by the Office of the Chief Accountant
of the Securities and Exchange Commission, clarifying the application
of generally accepted accounting principles ("GAAP") for lease
accounting. On March 17, 2005, our management and audit committee
determined that the Company's methods of accounting for rent during
construction periods and amortization of leasehold improvements are
not consistent with GAAP and that our previously issued consolidated
financial statements for fiscal years 2004, 2003 and 2002 and our
financial statements for the first
three quarters of fiscal 2005 should be restated. As a result of the
Company's determination to restate its consolidated financial
statements, such financial statements and the related independent
auditors' report should no longer be relied upon. Our audit committee
also discussed this determination with our independent registered
public accounting firm, Deloitte & Touche LLP.
On March 17, 2005, we issued a press release describing the matters set
forth above, a copy of which is attached as Exhibit 99.1 hereto.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
99.1 Registrant's Press Release, dated March 17, 2005.
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: March 17, 2005 By: /s/Robert B. Sari
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Name: Robert B. Sari
Title: Senior Vice President,
General Counsel and Secretary
EXHIBIT INDEX
Exhibit No. Description
99.1 Registrant's press release dated March 17, 2005.
[INSERT PRESS RELEASE]
END OF FILING