UNITED STATES 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): July 27, 2006
CSK AUTO CORPORATION
(Exact name of registrant as specified in its charter)
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| Delaware
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001-13927
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86-0765798 |
| (State or Other Jurisdiction of
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(Commission File Number)
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(I.R.S. Employer |
| Incorporation)
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Identification No.) |
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| 645 E. Missouri Ave. Suite 400, Phoenix, Arizona
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85012 |
| (Address of Principal Executive Offices)
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (602) 265-9200
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing
obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
TABLE OF CONTENTS
Item 1.01. Entry into a Material Definitive Agreement.
On July 27, 2006, CSK Auto, Inc. (“Auto”), a wholly owned subsidiary of CSK Auto Corporation (the
“Company”), entered into a Second Supplemental Indenture (the “Second Supplemental Indenture”)
among Auto, the Company, CSKAUTO.COM, Inc. (“AUTO.COM”), and The Bank of New York Trust Company,
N.A. (the “Trustee”), which amends the Indenture, dated as of December 19, 2005, among Auto, the
Company, AUTO.COM and the Trustee (as previously supplemented, the “Indenture”) governing Auto’s
45/8% Senior Exchangeable Notes due 2025 (the “Notes”). The Second Supplemental Indenture provides
that, among other things, any documents and reports that Auto would have been required to file with
the SEC or the Trustee for the Notes on any date on or before June 30, 2007 shall not be required
to be filed until such date.
The Second Supplemental Indenture also provides that effective July 27, 2006, the interest rate of
the Notes will increase to 6.75% per year to, but excluding December 15, 2010, and 6.50% per year
thereafter. The exchange rate of the Notes was also increased effective July 27, 2006 from 49.8473
shares of the Company’s common stock per $1,000 principal amount of Notes to 60.6061 shares of the
Company’s common stock per $1,000 principal amount of Notes.
The foregoing description does not purport to be complete and is qualified in its entirety by
reference to the text of the Second Supplemental Indenture, which is attached hereto as Exhibit 4.1
and is incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On July 27, 2006, the Company issued a press release announcing that Auto had obtained a waiver of
the previously announced default under the Indenture and had entered into an agreement to amend
certain terms of the Notes and the Indenture. The press release is attached hereto as Exhibit 99.1.
The information furnished under this Item 7.01 and in the Exhibit 99.1 attached hereto is intended
to be furnished and is supplemental to the information filed under Item 1.01 in this report, and
shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of that section, nor shall such
information be deemed incorporated by reference in any filing under the Securities Act of 1933, as
amended, except as shall be expressly set forth by specific release in such a filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit No. |
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Description |
4.1
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Second Supplemental Indenture, dated as of July 27, 2006,
among CSK Auto, Inc., CSK Auto Corporation, CSKAUTO.COM, Inc.,
and The Bank of New York Trust Company, N.A. |
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99.1
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Press release dated July 27, 2006. |
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