SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_______________
FORM
11-K
x
|
ANNUAL
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
For the
fiscal year ended December 31, 2008
o
|
TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
For the
transition period from _____ to _____
Commission
file number 1-5742
A. Full
title of the plan and the address of the plan, if different from that of the
issuer named below:
Rite
Aid 401(k) Distribution Employees Savings Plan
B. Name
of issuer of the securities held pursuant to the plan and the address of its
principal executive office:
Rite Aid
Corporation
30 Hunter
Lane
Camp
Hill, Pennsylvania 17011
RITE
AID 401(k) DISTRIBUTION EMPLOYEES SAVINGS PLAN
|
Page
|
|
|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
1
|
|
|
FINANCIAL
STATEMENTS:
|
|
|
|
Statements
of Net Assets Available for Benefits as of December 31, 2008 and
2007
|
2
|
|
|
Statement
of Changes in Net Assets Available for Benefits for the Year Ended
December 31, 2008
|
3
|
|
|
Notes
to Financial Statements as of December 31, 2008 and 2007, and for the
Year Ended December 31, 2008
|
4–11
|
|
|
SUPPLEMENTAL
SCHEDULE:
|
|
|
|
Form 5500,
Schedule H, Line 4i — Schedule of Assets (Held at End of
Year) as of December 31, 2008
|
13
|
NOTE:
|
All
other schedules required by Section 2520.103-10 of the Department of
Labor’s Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974 have been omitted because
they are not applicable.
|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the
Plan Administrator and Participants of
Rite Aid
401(k) Distribution Employees Savings Plan
Harrisburg,
Pennsylvania
We have
audited the accompanying statements of net assets available for benefits of the
Rite Aid 401(k) Distribution Employees Savings Plan (the "Plan") as of December
31, 2008 and 2007, and the related statement of changes in net assets available
for benefits for the year ended December 31, 2008. These financial
statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We
conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require
that we plan and perform the audit to obtain reasonable assurance about whether
the financial statements are free of material misstatement. The Plan
is not required to have, nor were we engaged to perform, an audit of its
internal control over financial reporting. Our audits included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but not
for the purpose of expressing an opinion on the effectiveness of the Plan's
internal control over financial reporting. Accordingly, we express no
such opinion. An audit also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis
for our opinion.
In our
opinion, such financial statements present fairly, in all material respects, the
net assets available for benefits of the Plan as of December 31, 2008 and 2007,
and the changes in net assets available for benefits for the year ended December
31, 2008 in conformity with accounting principles generally accepted in the
United States of America.
Our
audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of
assets (held at end of year) as of December 31, 2008 is presented for the
purpose of additional analysis and is not a required part of the basic financial
statements, but is supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. The schedule is the
responsibility of the Plan's management. Such schedule has been
subjected to the auditing procedures applied in our audit of the basic 2008
financial statements and, in our opinion, is fairly stated in all material
respects when considered in relation to the basic financial statements taken as
a whole.
/s/
Deloitte & Touche LLP
Philadelphia,
Pennsylvania
June 26,
2009
RITE
AID 401(k) DISTRIBUTION EMPLOYEES SAVINGS PLAN
STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
AS
OF DECEMBER 31, 2008 AND 2007
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
ASSETS:
|
|
|
|
|
|
|
Participant-directed
investments — at fair value
|
|
$ |
2,581,514 |
|
|
$ |
3,227,464 |
|
Employee
contributions receivable
|
|
|
|
|
|
|
8,088 |
|
|
|
|
|
|
|
|
|
|
Net
assets available for benefits — at fair value
|
|
|
2,581,514 |
|
|
|
3,235,552 |
|
|
|
|
|
|
|
|
|
|
ADJUSTMENTS
FROM FAIR VALUE TO CONTRACT VALUE
|
|
|
|
|
|
|
|
|
FOR
FULLY BENEFIT - RESPONSIVE INVESTMENT
|
|
|
|
|
|
|
|
|
CONTRACTS
|
|
|
7,573 |
|
|
|
1,102 |
|
|
|
|
|
|
|
|
|
|
NET
ASSETS AVAILABLE FOR BENEFITS
|
|
$ |
2,589,087 |
|
|
$ |
3,236,654 |
|
See notes to financial statements.
RITE
AID 401(k) DISTRIBUTION EMPLOYEES SAVINGS PLAN
STATEMENT
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR
THE YEAR ENDED DECEMBER 31, 2008
ADDITIONS:
|
|
|
|
Employee
contributions
|
|
$ |
375,921 |
|
Investment
income
|
|
|
67,107 |
|
|
|
|
|
|
Total
additions
|
|
|
443,028 |
|
|
|
|
|
|
DEDUCTIONS:
|
|
|
|
|
Net
depreciation in fair value of investments
|
|
|
778,260 |
|
Benefit
payments
|
|
|
311,376 |
|
Administrative
expenses
|
|
|
959 |
|
|
|
|
|
|
Total
deductions
|
|
|
1,090,595 |
|
|
|
|
|
|
DECREASE
IN NET ASSETS AVAILABLE FOR BENEFITS
|
|
|
(647,567 |
) |
|
|
|
|
|
NET
ASSETS AVAILABLE FOR BENEFITS — Beginning of year
|
|
|
3,236,654 |
|
|
|
|
|
|
NET
ASSETS AVAILABLE FOR BENEFITS — End of year
|
|
$ |
2,589,087 |
|
See notes to financial statements.
RITE
AID 401(k) DISTRIBUTION EMPLOYEES SAVINGS PLAN
NOTES
TO FINANCIAL STATEMENTS
AS
OF DECEMBER 31, 2008 AND 2007, AND FOR THE YEAR ENDED DECEMBER 31,
2008
The
following brief description of the Rite Aid 401(k) Distribution Employees
Savings Plan (the “Plan”) is provided for general informational purposes only.
Participants should refer to the Plan document for a more complete description
of the Plan’s provisions.
General — The Plan is a
defined contribution plan sponsored by Rite Aid Corporation (the “Company” or
“Plan Sponsor”). An individual account is established for each participant and
provides benefits that are based on (a) amounts the participant contributes
to the participant’s account, and (b) investment earnings (losses), less
any administrative expenses charged to participant accounts, if
any.
T. Rowe
Price Trust Company serves as Plan trustee with respect to all assets other than
Company stock. GreatBanc Trust Company serves as Plan trustee with respect to
Company stock. The Employee Benefits Administration Committee is the plan
administrator (“Plan Administrator”) and is responsible for the preparation of
the Plan’s financial statements.
Participation — The Plan
covers union employees at the Rite Aid of Rome, New York Distribution Center and
the Rite Aid of West Virginia Distribution Center who have completed at least
one year of service (a twelve-month period when at least 1,000 hours are
credited), and have attained age 21.
Contributions — Effective
January 1, 2008, a participant may contribute up to 70% of the participant’s
pretax annual compensation, as defined in the Plan. Participants age 50 and
over may make additional pretax contributions, as defined in the Plan. A
participant also may contribute, or roll over, amounts representing
distributions from another qualified defined benefit or defined contribution
plan. There are no Plan Sponsor contributions.
Investment Options — The
Plan provides participants with the option of investing the participant’s
account balances into various investment options offered by the Plan. The Plan
currently offers 18 mutual funds, 5 custom funds, 1 common/collective trust, a
stable value fund and Rite Aid Corporation Common Stock.
The
Plan’s custom funds are custom investment options created specifically for the
Plan by Northern Trust Global Advisors, Inc. The custom funds are
unregistered custom accounts maintained by the trustee. The performance of the
custom funds is based on the performance of the underlying mutual funds which
are registered in the market.
Payment of Benefits —
Upon termination of service, a participant may elect to receive a lump sum
amount equal to the value of the participant’s account or installment
payments.
Loans — A participant may
elect to borrow against the participant’s vested balance at a reasonable rate of
interest as defined in the Plan. A participant may borrow up to 50% of the
participant’s vested balance, with a maximum loan of $50,000. A participant may
only have one loan outstanding at any one time with the exception that
participants may have up to two outstanding loans which were grandfathered at
the time when the Plan was amended to no longer allow more than one
loan.
Vesting — A participant
is vested immediately in all contributions credited to the participant’s account
plus actual earnings (losses) thereon.
2.
|
SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
|
Basis of Accounting — The
accompanying financial statements have been prepared on the accrual basis of
accounting.
Adoption of New Accounting
Guidance — The financial statements reflect the adoption of
Financial Accounting Standards Board Staff Position, FSP AAG INV-1 and SOP
94-4-1, Reporting of Fully
Benefit-Responsive Contracts Held by Certain Investment Companies Subject to the
AICPA Investment Company Guide and Defined-Contribution Health and Welfare and
Pension Plans (FSP). As required by the FSP, the statements of net assets
available for benefits presents investment contracts at fair value as well as an
additional line item showing an adjustment of fully benefit responsive contracts
from fair value to contract value. The statement of changes in net assets
available for benefits is presented on a contract value basis and was not
affected by the adoption of the FSP.
Investment Valuation and Income
Recognition — The Plan’s investments are stated at fair value.
Shares of mutual funds are valued at quoted market prices, which represent the
net asset value of shares held by the Plan at year end. Custom funds are stated
at fair value which is based on the net asset value of participation units held
by the Plan at year-end and is calculated based on the shares held in underlying
mutual fund investments and the net asset value of those investments. Common
stock is valued at quoted market prices.
Common
collective trust funds are stated at fair value as determined by the issuer of
the common collective trust funds based on the fair market value of the
underlying investments.
The
stable value fund (SVF) includes two fully benefit-responsive synthetic
guaranteed investment contracts (GIC) whose underlying investments are stated at
fair value and then adjusted by the issuer to contract value. Fair value of the
underlying investments is determined by the issuer of the synthetic GIC based on
market prices and a fair value estimate of the wrapper contract. Fair market
value of the wrapper is estimated by converting the basis points assigned to the
wrap fees into dollars.
Participant
loans are valued at the outstanding loan balances which approximates fair
value.
The
common collective trust funds and the stable value fund may invest in fixed
interest insurance investment contracts, money market funds, corporate and
government bonds, mortgage-backed securities, bond funds, and other fixed income
securities. Participants may ordinarily direct the withdrawal or transfer of all
or a portion of their investment at contract value. Contract value represents
contributions made to the fund, plus earnings, less participant
withdrawals.
Purchases
and sales of securities are recorded on a trade-date basis. Realized gain or
loss on investment transactions is determined using the first-in, first-out
method; investment transactions are recorded at the trade date. Interest income
is recorded on the accrual basis. Dividends are recorded on the ex-dividend
date.
Management
fees and operating expenses charged to the Plan for investments in the mutual
funds are deducted from income earned on a daily basis and are not separately
reflected. Consequently, management fees and operating expenses are reflected as
a reduction of investment return for such investments.
The Plan
had 11,092 and 6,919 shares of Company common stock at December 31,
2008 and 2007, respectively.
Valuation of Investment(s)
Contracts — The Plan offers the SVF as an investment option. On
October 1, 2006, the Plan began to offer the T. Rowe Price SVF with the
Prudential SVF blended together as a single investment split fifty percent into
each of these underlying investments. These are trust products and are comprised
of a group annuity insurance product issued by The Prudential Insurance Company
of America (“Prudential”), T. Rowe Price Retirement Plan Services (“T. Rowe
Price”) and a portfolio of assets owned by the plan or designee. Interest on the
SVF is credited daily. T. Rowe Price calculated a blended rate which was
credited and compounded on a daily basis. The blended rate is based upon the
Prudential and T. Rowe Price rates and the 50%-50% asset split. The SVF is
deemed to be fully benefit responsive; therefore, it is presented at contract
value, which approximates fair value.
Administrative Expenses —
Plan fees and expenses related to account maintenance, transaction and
investment fund management are allocated to participant accounts. Under the
terms of the Plan document, costs relating to Plan administration may be paid by
the Plan Sponsor or paid from Plan forfeitures. For the year ended
December 31, 2008, the Plan Sponsor has paid substantially all
administrative expenses.
Use of Estimates — The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires the Plan
Administrator to make estimates and assumptions that affect the reported amounts
of net assets available for benefits at the date of the financial statements and
the reported changes to the Plan’s net assets available for benefits during the
reporting period. Actual results may differ from those estimates and
assumptions.
The Plan
invests in mutual funds, corporate stocks and the SVF. Investment securities, in
general, are exposed to various risks, such as interest rate, credit, and
overall market volatility. Due to the level of risk associated with certain
investment securities, it is reasonably possible that changes in the values of
investment securities will occur in the near term and that such changes could
materially affect the amounts reported in the Statements of Net Assets Available
for Benefits.
3.
|
FAIR
VALUE MEASUREMENTS
|
In
accordance with Statement of Financial Accounting Standards No. 157, Fair Value Measurements, the
plan classifies its investments into level 1, which refers to securities
valued using quoted prices from active markets for identical assets;
level 2, which refers to securities not traded on an active market but for
which observable market inputs are readily available; and level 3, which
refers to securities valued based on significant unobservable inputs. Assets and
liabilities are classified in their entirety based on the lowest level of input
that is significant to the fair value measurement. The following table sets
forth by level within the fair value hierarchy a summary of the plan’s
investments measured at fair value on a recurring basis at December 31,
2008.
|
|
Quoted
Prices in
|
|
|
Significant
|
|
|
|
|
|
|
|
|
|
Active
Markets
|
|
|
Other
|
|
|
Significant
|
|
|
|
|
|
|
for
Identical
|
|
|
Observable
|
|
|
Unobservable
|
|
|
|
|
|
|
Assets
(Level 1)
|
|
|
Inputs
(Level 2)
|
|
|
Inputs
(Level 3)
|
|
|
Total
|
|
Rite
Aid Common Stock
|
|
$ |
3,438 |
|
|
|
|
|
|
|
|
$ |
3,438 |
|
Mutual
Funds
|
|
|
988,053 |
|
|
|
|
|
|
|
|
|
988,053 |
|
Custom
Funds
|
|
|
434,083 |
|
|
|
|
|
|
|
|
|
434,083 |
|
Common
and Collective Trusts
|
|
|
|
2,980 |
|
|
|
|
|
|
2,980 |
|
Stable
Value Fund
|
|
|
|
|
|
|
995,859 |
|
|
|
|
|
|
995,859 |
|
Participant
Loans
|
|
|
|
|
|
|
|
|
|
|
157,101 |
|
|
|
157,101 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
|
$ |
1,425,574 |
|
|
$ |
998,839 |
|
|
|
157,101 |
|
|
$ |
2,581,514 |
|
The
following is a description of the valuation methodologies used for instruments
measured at fair value, as well as the general classification of such
instruments pursuant to the valuation hierarchy.
Common
Stock
The Plan
measures its Rite Aid common stock using the stock’s quoted price, which is
available in an active market. Therefore, this investment is
classified within Level 1 of the valuation hierarchy.
Mutual
funds
The plan
measures its mutual funds that are exchange-traded using the fund’s quoted
price, which is in an active market. Therefore, these investments are
classified within Level 1 of the valuation hierarchy.
Custom funds
Custom
funds are made up of two mutual funds. The plan measures its mutual
funds that are exchange-traded using the fund’s quoted price. They
are traded daily based on observable fair value at a Net Asset Value (NAV) that
is recalculated daily. Therefore, these investments are classified
within Level 1 of the valuation hierarchy.
Common
and Collective Trusts
The T.
Rowe Price Bond Index Trust is priced at trust NAV per unit, adjusted for
trustee fees accrued daily (as applicable). Investments held by the T.
Rowe Price Bond Index Trust are stated at fair value in accordance with FAS
157. Therefore, the Plan classifies common and collective trusts as
Level 2 securities in the fair value hierarchy.
Stable
value fund
Stable
value funds have underlying investments that consist of cash equivalents,
collective trust funds, guaranteed investment contracts, and alternative
investment contracts. Cash equivalents are short term investment
funds that have a maturity of 90 days or less and are valued at
cost. The collective trust funds value is derived by their respective
NAV. The collective trust funds consist of bonds and asset-backed
securities whose value is derived from observable inputs based on the pricing of
similar instruments that are publicly traded. Guaranteed investment
contracts are valued based on their underlying securities, which consist of
bonds whose value is derived from observable inputs including London Interbank
Offered Rate (LIBOR) forward interest rate curves. The bonds are
valued based on the pricing of similar bonds that are publicly
traded. In determining fair value, factors such as the
benefit-responsiveness of the investment contracts and the ability of the
parties to the investment contracts to perform in accordance with the terms of
the contracts; such inputs were not significant to the
valuation. Alternative investment contracts are valued based on their
underlying securities, which consists of common funds consisting of bonds and
asset-backed securities whose value is derived from observable inputs based on
the pricing of similar instruments that are publicly
traded. Therefore, the Plan classifies stable value funds as Level 2
securities in the fair value hierarchy
Participant
loans
Participant
loans are stated at cost, which approximates fair value.
The
following table is a reconciliation of assets measured at fair value on a
recurring basis using significant unobservable inputs (Level 3):
For
the year ended December 31, 2008
|
|
Participant
Notes Receivable
|
|
|
Total
Fair Value
|
|
|
|
|
|
|
|
|
Beginning
Balance
|
|
$ |
178,415 |
|
|
$ |
178,415 |
|
Total
gains or losses (realized/unrealized):
|
|
|
|
|
|
|
|
|
Purchases,
sales, issuances and settlements, net
|
|
|
(21,314 |
) |
|
|
(21,314 |
) |
Transfers
in and/or out of Level 3
|
|
|
|
|
|
|
|
|
Ending
Balance
|
|
$ |
157,101 |
|
|
$ |
157,101 |
|
4.
|
SYNTHETIC
GUARANTEED INVESTMENT CONTRACT
|
The plan
provides a self managed stable value investment option to participants that
includes a synthetic guaranteed investment contract which simulates the
performance of a guaranteed investment contract through an issuer’s guarantee of
a specific interest rate (the wrapper contract) and a portfolio of financial
instruments that are owned by the plan. The synthetic GIC contract includes
underlying assets which are held in trust owned by the plan and utilizes
benefit-responsive wrapper contract. A portion of the master trust’s Stable
Value Fund is issued by The Prudential Insurance Company of America and a
portion is managed by T. Rowe Price Associates, Inc. (TRPA). The TRPA
portion of the Fund consists of synthetic investment contracts which are
selected by TRPA and issued by banks and other financial institutions. TRPA also
manages the fixed income instruments underlying the investment contracts in its
portion of the Fund. The contract provides that participants execute plan
transactions at contract value. Contract value represents contributions made to
the fund, plus earnings, less participant withdrawals. The interest rates are
reset quarterly based on market rates of other similar investments, the current
yield of the underlying investments and the spread between the market value and
contract value. Certain events such as plan termination or a plan merger
initiated by the plan sponsor, may limit the ability of the plan to transact at
contract value or may allow for the termination of the wrapper contract at less
than contract value. The plan sponsor does not believe that any events that may
limit the ability of the plan to transact at contract value are
probable.
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
Average
yields:
|
|
|
|
|
|
|
Based
on annualized earnings (1)
|
|
|
4.80 |
% |
|
|
5.05 |
% |
Based
on interest rate credited to participants (2)
|
|
|
4.25 |
|
|
|
4.47 |
|
|
(1)
|
Computed
by dividing the annualized one-day actual earnings of the contract on the
last day of the plan year by the fair value of the investments on the same
date.
|
|
(2)
|
Computed
by dividing the annualized one-day earnings credited to participants on
the last day of the plan year by the fair value of the investments on the
same date.
|
The
following presents investments that represent 5% or more of the Plan’s
assets:
|
|
2008
|
|
|
2007
|
|
|
|
|
|
|
|
|
Stable
Value Fund
|
|
$ |
995,859 |
|
|
$ |
932,679 |
|
Dodge
& Cox Balanced Fund
|
|
|
256,800 |
|
|
|
434,038 |
|
Vanguard
Institutional Index Fund
|
|
|
243,455 |
|
|
|
363,133 |
|
Northern
Trust Global Advisors Large-Cap Growth Fund
|
|
|
190,907 |
|
|
|
315,134 |
|
Participant
Loan Fund
|
|
|
157,101 |
|
|
|
178,415 |
|
Northern
Trust Global Advisors International Equity Fund
|
|
|
155,305 |
|
|
|
241,388 |
|
T.
Rowe Price Retirement 2010
|
|
|
118,259 |
|
|
|
168,100 |
|
The
Plan’s investments (including gains and losses on investments bought and sold,
as well as held during the year) appreciated/(depreciated) in value for the
year ended December 31, 2008, as follows:
Investments:
|
|
|
|
Rite
Aid Corporate Stock
|
|
$ |
(19,087 |
) |
Mutual
Funds
|
|
|
(533,052 |
) |
Custom
Funds
|
|
|
(269,266 |
) |
Common
and Collective Trusts
|
|
|
130 |
|
Stable
Value Funds
|
|
|
43,015 |
|
|
|
|
|
|
Net
appreciation (depreciation) in fair value of investments
|
|
$ |
(778,260 |
) |
The Plan
obtained its latest determination letter dated June 27, 2003, in which the
Internal Revenue Service (IRS) stated that the Plan, as then designed, was
in compliance with the applicable requirements of the Internal Revenue Code
(IRC). The Plan has been amended since receiving the determination letter. The
Plan Administrator believes that the Plan is currently designed and being
operated in compliance with the applicable requirements of the IRC. Therefore,
no provision for income taxes has been included in the Plan’s financial
statements.
Although
it has not expressed any intent to do so, the Plan Sponsor has the right under
the Plan to terminate the Plan subject to the provisions of ERISA.
8.
|
PARTY-IN-INTEREST
TRANSACTIONS
|
Certain
Plan investments are shares of mutual funds managed by T. Rowe Price Trust
Company, the trustee and custodian of the Plan. The transactions related to such
investments qualify as party-in-interest transactions. The Plan has also
permitted investment in the common stock of the Plan Sponsor, and therefore
these transactions qualify as party-in-interest transactions. The Plan
Administrator does not consider Plan Sponsor contributions or benefits paid by
the Plan to be party-in-interest transactions.
In late
1999, the Plan Sponsor’s Board of Directors hired a new executive management
team to address and resolve various business, operational and financial
challenges confronting the Plan Sponsor. New management reviewed the
administration of the Plan for purposes of determining compliance with
provisions of the Plan and regulatory requirements. The Plan Administrator
identified certain processes not in compliance with the provisions of the Plan
or regulatory requirements, including failure to make certain deferral
contributions and failure to make de minimis distributions to Plan participants.
The Plan Administrator submitted a Voluntary Correction Program filing with the
IRS on December 23, 2008 requesting a compliance statement and approval of the
correction method for operational failures identified in the Plan. The Plan
Administrator believes that the processes identified for remediation, as well as
the remediation procedures related to de minimis distributions already taken,
would not cause the Plan to be disqualified by the IRS, therefore no provision
for income taxes has been included in the Plan’s financial statements.
Penalties, taxes and remedial payments, if any, due to noncompliance will be
paid by the Company.
10.
|
RECONCILIATION
OF FINANCIALS TO FORM 5500
|
The
following is a reconciliation of net assets available for benefits per the
financial statements to the Form 5500 as of December 31,
2008.
Net
assets available for benefits per the financial
|
|
|
|
statements
at contract value
|
|
$ |
2,589,087 |
|
Adjustment
from contract value to fair value for fully
|
|
|
|
|
benefit-responsive
investment contracts
|
|
|
(7,573 |
) |
|
|
|
|
|
Net
assets available for benefits per Form 5500, Schedule H, Part I (line
L)
|
|
$ |
2,581,514 |
|
For the
year ended December 31, 2008, the following is a reconciliation of net
investment loss per the financial statements to the Form 5500:
Total
contributions
|
|
$ |
375,921 |
|
Total
investment income
|
|
|
67,107 |
|
Net
depreciation in fair value of investments
|
|
|
(778,260 |
) |
Prior
year adjustment from fair value to contract value for
fully
|
|
|
1,102 |
|
benefit-responsive
investment contracts
|
|
|
|
|
|
|
|
|
|
Current
year adjustment from fair value to contract value for
fully
|
|
|
(7,573 |
) |
benefit-responsive
investment contracts
|
|
|
|
|
|
|
|
|
|
Total
loss per Form 5500, Schedule H, Part II (line 2d)
|
|
$ |
(341,703 |
) |
*****
SUPPLEMENTAL
SCHEDULE
RITE
AID 401(k) DISTRIBUTION EMPLOYEES SAVINGS PLAN
FORM
5500, SCHEDULE H, LINE 4i — SCHEDULE OF ASSETS (HELD AT END OF
YEAR)
AS
OF DECEMBER 31, 2008
Identity
of Issuer, Borrower,
|
|
|
|
|
|
At
|
|
Lessor
or Similar Party and Description
|
|
|
Number
|
|
|
Fair
Market
|
|
|
|
|
of
Shares
|
|
|
Value
|
|
|
|
|
|
|
|
|
|
Common
and collective trust — *T. Rowe Price
|
Bond
Index Trust
|
|
|
114 |
|
|
$ |
2,980 |
|
|
|
|
|
|
|
|
|
|
|
Mutual
Funds:
|
|
|
|
|
|
|
|
|
|
*T.
Rowe Price
|
Retirement
2010
|
|
|
10,549 |
|
|
|
118,259 |
|
*T.
Rowe Price
|
Retirement
2025
|
|
|
13,449 |
|
|
|
106,787 |
|
*T.
Rowe Price
|
Retirement
2020
|
|
|
6,590 |
|
|
|
73,210 |
|
*T.
Rowe Price
|
Retirement
2015
|
|
|
7,635 |
|
|
|
63,370 |
|
*T.
Rowe Price
|
Retirement
2030
|
|
|
2,812 |
|
|
|
31,391 |
|
*T.
Rowe Price
|
Retirement
2040
|
|
|
1,876 |
|
|
|
20,781 |
|
*T.
Rowe Price
|
Retirement
2045
|
|
|
2,293 |
|
|
|
16,924 |
|
*T.
Rowe Price
|
International
Equity Index Fund
|
|
|
1,653 |
|
|
|
14,447 |
|
*T.
Rowe Price
|
Retirement
2035
|
|
|
1,771 |
|
|
|
13,797 |
|
*T.
Rowe Price
|
Retirement
2005
|
|
|
542 |
|
|
|
4,683 |
|
*T.
Rowe Price
|
Extended
Equity Market Index Fund
|
|
|
178 |
|
|
|
1,681 |
|
*T.
Rowe Price
|
Retirement
Income Fund
|
|
|
55 |
|
|
|
572 |
|
*T.
Rowe Price
|
Retirement
2050
|
|
|
30 |
|
|
|
180 |
|
*T.
Rowe Price
|
Retirement
2055
|
|
|
1 |
|
|
|
2 |
|
Dodge
& Cox
|
Balanced
Fund
|
|
|
5,010 |
|
|
|
256,800 |
|
Vanguard
|
Instl
Index Fund
|
|
|
2,950 |
|
|
|
243,455 |
|
Pimco
|
Total
Return Instl Fund
|
|
|
2,093 |
|
|
|
21,223 |
|
Vanguard
|
Small-Cap
Index Fund
|
|
|
24 |
|
|
|
491 |
|
|
|
|
|
|
|
|
|
|
|
Total
mutual funds
|
|
|
|
|
|
|
|
988,053 |
|
|
|
|
|
|
|
|
|
|
|
Custom
Funds:
|
|
|
|
|
|
|
|
|
|
Northern
Trust Global Advisors
|
Large-Cap
Growth Fund
|
|
|
24,413 |
|
|
|
190,907 |
|
Northern
Trust Global Advisors
|
International
Equity Fund
|
|
|
13,084 |
|
|
|
155,305 |
|
Northern
Trust Global Advisors
|
Large-Cap
Value Fund
|
|
|
6,220 |
|
|
|
56,486 |
|
Northern
Trust Global Advisors
|
Mid-Cap
Fund
|
|
|
2,076 |
|
|
|
19,536 |
|
Northern
Trust Global Advisors
|
Small-Cap
Fund
|
|
|
1,183 |
|
|
|
11,849 |
|
|
|
|
|
|
|
|
|
|
|
Total
custom funds
|
|
|
|
|
|
|
|
434,083 |
|
|
|
|
|
|
|
|
|
|
|
Stable
Value Fund Synthetic Guaranteed
|
|
|
|
|
|
|
|
|
|
Investment
Contract — Prudential and *T. Rowe Price
|
Stable
Value Fund
|
|
|
81,447 |
|
|
|
995,859 |
|
|
|
|
|
|
|
|
|
|
|
Company
Stock Fund:
|
|
|
|
|
|
|
|
|
|
*Rite
Aid Corporation
|
Company
Stock Fund
|
|
|
11,092 |
|
|
|
3,438 |
|
|
|
|
|
|
|
|
|
|
|
*Participant
notes
|
Loan
Fund**
|
|
|
|
|
|
|
157,101 |
|
|
|
|
|
|
|
|
|
|
|
Total
Assets Held at End
|
|
|
|
|
|
|
$ |
2,581,514 |
|
**
|
The loans range in
interest rates from 5.0% to 9.25% and expire through
2013.
|
SIGNATURES
The Plan. Pursuant
to the requirements of the Securities Exchange Act of 1934, the trustees (or
other persons who administer the employee benefit plan) have duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
RITE
AID 401(k) DISTRIBUTION EMPLOYEES
SAVINGS
PLAN
|
|
|
|
|
|
|
|
|
|
|
By:
|
/s/ Chuck Carlsen
|
|
|
|
Chuck
Carlsen, not in his individual capacity, but solely as an authorized
signatory for the Employee Benefits Administration
Committee
|
Date: June
29, 2009
EXHIBIT
INDEX
Exhibit
Number
|
Description
|
23.1
|
Consent
of Independent Registered Public Accounting
Firm
|