144/A

OMB APPROVAL

OMB Number:   3235-0101
Expires:   February 28, 2014
Estimated average burden
hours per response   1.0

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 144/A

 

NOTICE OF PROPOSED SALE OF SECURITIES

PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933

 

    SEC USE ONLY
  

DOCUMENT SEQUENCE NO.

 

  

CUSIP NUMBER

 

   WORK LOCATION
    
ATTENTION: Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker

 

1 (a) NAME OF ISSUER (Please type or print)

RITE AID CORP

  

(b) IRS IDENT. NO.

23-1614034

  

(c) S.E.C. FILE NO.

1-5742

1 (d) ADDRESS OF ISSUER    STREET    CITY                   STATE              ZIP CODE       (e) TELEPHONE NO.
                 AREA CODE     NUMBER
30 Hunter Lane, Camp Hill, Pennsylvania 17011             (717)    761-2633
2 (a) NAME OF PERSON FOR WHOSE ACCOUNT
        THE SECURITIES ARE TO BE SOLD		          (b) RELATIONSHIP TO         ISSUER  

(d) ADDRESS

 

  

    STREET

   

    CITY

     

STATE

     

ZIP CODE

        The Jean Coutu Group (PJC) Inc.                 Shareholder           530 rue Beriault, Longueuil QC, Canada, J4G 1S8

INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.

 

3 (a)                     (b)         SEC USE ONLY    (c)    (d)   (e)    (f)    (g)

Title of the

Class of

Securities

To Be Sold

   

Name and Address of Each Broker Through Whom

the Securities are to be Offered or Each Market

Maker who is Acquiring the Securities

 

   

Broker-Dealer

File Number

   

Number of Shares

or Other Units

To Be Sold

(See instr. 3(c))

   

Aggregate

Market Value

 

(See instr. 3(d))

  

Number of Shares 

or Other Units

Outstanding

(See instr. 3(e))

   

Approximate

Date of Sale

(See instr. 3(f))

(MO. DAY YR.) 

   

Name of Each

Securities

Exchange

(See instr. 3(g))

               

Common Stock, par 

value $1.00 per share

   

RBC Capital Markets Inc

1, Place Ville-Marie, Suite 300

Montréal, QC, H3B 4R8

         113,000,000(1)    $311,880,000(2)   904,564,621    June 26, 2013    New York Stock Exchange
               
                                   

 

INSTRUCTIONS:

1.

   (a)   Name of issuer
  (b)   Issuer’s I.R.S. Identification Number
  (c)   Issuer’s S.E.C. file number, if any
 

(d)

(e)

  

Issuer’s address, including zip code

Issuer’s telephone number, including area code

2.

   (a)   Name of person for whose account the securities are to be sold
  (b)   Such person’s I.R.S. identification number, if such person is an entity
  (c)   Such person’s relationship to the issuer (e.g., officer, director, 10% stockholder, or member of immediate family of any of the foregoing)
  (d)   Such person’s address, including zip code
3.   (a)   Title of the class of securities to be sold
  (b)   Name and address of each broker through whom the securities are intended to be sold
  (c)   Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
  (d)   Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
  (e)  

Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer

Approximate date on which the securities are to be sold

  (f)  
  (g)   Name of each securities exchange, if any, on which the securities are intended to be sold
 

 

Potential persons who are to respond to the collection of information contained in this form are not

required to respond unless the form displays a currently valid OMB control number.

TABLE I - SECURITIES TO BE SOLD

Furnish the following information with respect to the acquisition of the securities to be sold

and with respect to the payment of all or any part of the purchase price or other consideration therefor:

 

Title of

the Class

   

Date you  

Acquired  

    Nature of Acquisition Transaction   

Name of Person from Whom Acquired

(If gift, also give date donor acquired)

    Amount of
Securities Acquired		   

Date of  

Payment  

    Nature of
Payment
             
Common Stock, par value $1.00 per share    June 4, 2007    On June 4, 2007, the Issuer completed its acquisition (the “Acquisition”) of the Brooks and Eckerd drugstore chains from The Jean Coutu Group (PJC) Inc., a Quebec corporation (“PJC”). Pursuant to the terms of the Acquisition, the Issuer paid approximately $2.36 billion in cash, and issued 250,000,000 shares of Issuer’s Common Stock, to PJC.    Issuer         250,000,000         June 4, 2007    The shares of Common Stock were initially acquired as consideration in the Acquisition.
INSTRUCTIONS:   

1. If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

   

2. If within two years after the acquisition of the securities the person for whose account they are to be sold had any short positions, put or other option to dispose of securities referred to in paragraph (d)(3) of Rule 144, furnish full information with respect thereto.

 

 

TABLE II - SECURITIES SOLD DURING THE PAST 3 MONTHS

 

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

 

Name and Address of Seller   Title of Securities Sold   Date of Sale       Amount of    
Securities Sold     		   Gross Proceeds    
The Jean Coutu Group (PJC) Inc.   Common Stock, par value $1.00 per share   April 16, 2013   72,500,000   $159,500,000
         
                 

REMARKS:

(1) This Form 144/A amends the Form 144 filed by The Jean Coutu Group (PJC) Inc. (“PJC”) on April 15, 2013, in which the number of shares of the Issuer’s common stock reported to be sold by PJC was 72,500,000 shares. On April 16, 2013, PJC sold 72,500,000 shares of the Issuer’s common stock in brokers’ transactions. Based on the average weekly reported volume of trading of shares of the Issuer’s common stock on The New York Stock Exchange during the four calendar weeks preceding the date of this Form 144/A, an additional 40,500,00 shares of the Issuer’s common stock may be sold pursuant to Rule 144.
(2) Based on the closing price of the Issuer’s common stock on The New York Stock Exchange on June 24, 2013.

 

INSTRUCTIONS:

See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

     

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

 

June 26, 2013

DATE OF NOTICE

     

 

/s/ Brigitte Dufour, Vice President, Legal Affairs

SIGNATURE

The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures.

 

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)