Exhibit 99.2
O’Reilly and CSK Auto Announce Early Termination of HSR Waiting Period
SPRINGFIELD, Mo. & PHOENIX—(BUSINESS WIRE)—April 18, 2008—O’Reilly
Automotive, Inc. (“O’Reilly”) (Nasdaq: ORLY) and CSK Auto Corporation
(NYSE:CAO) (“CSK”) today announced that the Federal Trade Commission has
granted early termination of the waiting period under the Hart Scott Rodino
Antitrust Improvements Act of 1976 for O’Reilly’s proposed acquisition of CSK.
Termination of the waiting period satisfies a condition to the closing of the
proposed acquisition.
As previously announced on April 1, 2008, and more specifically described
therein, O’Reilly and CSK entered into a definitive agreement under which CSK
shareholders will receive $11.00 of O’Reilly common stock, subject to a collar,
plus $1.00 in cash (subject to potential reduction in certain circumstances)
for each share of CSK common stock. Completion of the acquisition, which is
expected in the summer of 2008, is subject to the satisfaction of other
customary closing conditions.
About O’Reilly Automotive, Inc.
O’Reilly Automotive, Inc. is one of the largest specialty retailers of
automotive aftermarket parts, tools, supplies, equipment and accessories in the
United States, serving both the do-it-yourself and professional installer
markets. Founded in 1957 by the O’Reilly family, the Company operated 1,830
stores in the states of Alabama, Arkansas, Florida, Georgia, Illinois, Indiana,
Iowa, Kansas, Kentucky, Louisiana, Minnesota, Mississippi, Missouri, Montana,
Nebraska, North Carolina, North Dakota, Ohio, Oklahoma, South Carolina, South
Dakota, Tennessee, Texas, Virginia, Wisconsin and Wyoming as of December 31, 2007.
About CSK Auto
CSK Auto Corporation is the parent company of CSK Auto, Inc., a specialty
retailer in the automotive aftermarket. As of February 3, 2008, the Company
operated 1,349 stores in 22 states under the brand names Checker Auto Parts,
Schuck’s Auto Supply, Kragen Auto Parts, and Murray’s Discount Auto Stores.
Forward-Looking Statements
Statements in press release may contain certain forward-looking statements
relating to O’Reilly and its expectations for the proposed acquisition of CSK
that are intended to be covered by the safe harbor for “forward-looking
statements” provided by the Private Securities Litigation Reform Act of 1995.
All such statements concerning activities, events or developments that O’Reilly
expects, believes or anticipates will or may occur in the future are
forward-looking statements. Forward-looking statements are based on current
expectations, forecasts and projections about future events and involve known
and unknown risks, uncertainties and other factors that may cause actual
results and performance to be materially different from any future results or
performance expressed or implied by forward-looking statements, including the
following: the risk that the proposed transaction will not close because of a
failure to satisfy one or more of the closing conditions; the risk that
O’Reilly’s business will have been adversely impacted during the pendency of
the proposed transaction; the risk that the integration of operations may not
be successful or may be materially delayed or may be more costly or difficult
than expected; and the risk that the expected cost savings and other synergies
from the transaction may not be fully realized, realized at all or take longer
to realize than anticipated. Additional information on these and other risks,
uncertainties and factors is included in O’Reilly’s Annual Report on Form 10-K,
Quarterly Reports on Form 10-Q,
Current Reports on Form 8-K and other documents
filed with the SEC. You should not place undue reliance on forward-looking
statements, which speak only as of the date of this Current Report on Form 8-K.
Except for any obligation to disclose material information under the Federal
securities laws, O’Reilly undertakes no obligation to release publicly any
revisions to any forward-looking statements to reflect events or circumstances
after the date hereof.
Additional Information
In connection with the proposed transaction, O’Reilly intends to file a
registration statement on Form S-4 and a Schedule TO with the SEC and CSK
intends to file a solicitation/recommendation statement on Schedule 14D-9. Such
documents, however, are not currently available. These documents contain
important information about the transaction and should be read before any
decision is made with respect to the exchange offer. Investors will be able to
obtain free copies of the registration statement, Schedule TO and Schedule
14D-9, as well as other filings containing information about O’Reilly and CSK
without charge, at the SEC’s website (http://www.sec.gov) once such documents
are filed with the SEC. A free copy of the exchange offer materials, when they
become available, may also be obtained from O’Reilly or CSK.
CONTACT: O’Reilly
Joele Frank, Wilkinson Brimmer Katcher
Kelly Sullivan/Ed Trissel, 212-355-4449
SOURCE: O’Reilly Automotive, Inc.