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): April 18, 2008
CSK AUTO CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
(State or Other Jurisdiction of
Incorporation)
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001-13927
(Commission File Number)
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86-0765798
(I.R.S. Employer
Identification No.) |
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| 645 E. Missouri Ave. Suite 400, Phoenix, Arizona
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85012 |
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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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition.
On April 18, 2008, CSK Auto Corporation (the “Company”) issued a press release reporting its
financial results for the fourth quarter and fiscal year ended February 3, 2008. The full text of
the press release is furnished as Exhibit 99.1 to this current report on Form 8-K and is
incorporated herein by reference.
The information contained in this Item 2.02 is being furnished and shall not be deemed “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, and shall not be deemed incorporated
by reference in any filing with the Securities and Exchange Commission under the Securities
Exchange Act of 1934 or the Securities Act of 1933, whether made before or after the date hereof
and irrespective of any general incorporation language in any filings.
Item 8.01. Other Events
As noted above, on April 18, 2008, the Company issued a press release reporting its financial
results for the fourth quarter and fiscal year ended February 3, 2008. The full text of the press
release is furnished as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein
by reference.
Also on April 18, 2008, the Company and O’ Reilly Automotive (“O’ Reilly”) announced that the
Federal Trade Commission has granted early termination of the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, with respect to O’ Reilly’s
proposed acquisition of the Company. A copy of the press release is attached hereto as Exhibit
99.2.
Item 9.01. Financial Statements and Exhibits.
(d) The following exhibits are filed with this Form 8-K:
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| Exhibit No. |
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Description |
99.1
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Press Release dated April 18, 2008. |
99.2
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Press Release dated April 18, 2008. |
Safe Harbor for Forward-Looking Statements
Statements in this Current Report on Form 8-K, including the exhibits, may contain certain
forward-looking statements relating to the Company 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 the Company 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. Additional information on the Company’s risks,
uncertainties, and factors is included in the Company’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, the Company undertakes no obligation to release publicly any revisions
to any forward-looking statements to reflect events or circumstances after the date hereof.
This information shall not be deemed “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, and shall not be deemed incorporated by reference in any filing with the
Securities and Exchange Commission under the Securities Exchange Act of 1934 or the Securities Act
of 1933, whether made before or after the date hereof and irrespective of any general incorporation
language in any filings.