UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.
Date of Report (Date of Earliest Event Reported):
June 27, 2003
MONRO MUFFLER BRAKE, INC.
(Exact name of registrant as specified in its charter)
New York 0-19357 16-0838627
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(State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
200 Holleder Parkway, Rochester, New York 14615
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (585) 647-6400
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Explanatory Note: This filing on Form 8-K/A amends and restates in its
entirety the Form 8-K filed by the registrant on July 14, 2003. This filing
includes as Exhibit 2.1 the Stock Purchase Agreement by and between Brazos River
Leasing, L.P. and Monro Muffler Brake, Inc., dated June 27, 2003, and as Exhibit
2.2 the Agreement to Purchase Limited Partnership Interest by and among Heller
Financial, Inc. and Monro Muffler Brake, Inc., dated June 27, 2003.
Item 2. Acquisition of Disposition of Assets.
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On June 27, 2003, the Registrant purchased the land and buildings under its
existing synthetic lease facility through the acquistion of the general and
limited partnership interests in Brazos Automotive Properties, L.P. ("BAP"), for
approximately $935,000 in cash (the "Lease Buyout"). The Lease Buyout was
financed through the Registrant's existing credit facility. BAP holds the title
related to 86 properties leased, under an operating lease, to a subsidiary of
the Registrant and used in the conduct of the Registrant's auto service
business. BAP is also the debtor on a $26.6 million loan related to these
properties. BAP, which became a wholly owned subsidiary of the Registrant as a
result of the Lease Buyout, was established in 1998 for the purpose of acquiring
certain properties and leasing them to the Registrant.
As a wholly owned subsidiary of the Registrant, BAP will be consolidated
into the Registrant's balance sheet from June 27, 2003. Accordingly, land and
buildings at fair value of approximately $27.5 million will be reflected on the
Registrant's balance sheet. Additionally, long-term debt of $26.6 million will
also be reflected. The debt is non-amortizing and is due in September 2006.
The Registrant estimates that annual depreciation expense related to the
assets aquired in the Lease Buyout will be approximately $500,000. These
depreciation charges will commence in the Registrant's second quarter of its
fiscal year 2004.
The purchase of the general partnership interest was completed through the
purchase of 100% of the outstanding common stock of Brazos Automotive Properties
Management, Inc., the general partner of BAP, from Brazos River Leasing, L. P.
The limited partnership interest was acquired from Heller Financial, Inc., a
subsidiary of G.E. Capital, the holder of that interest.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(a) Not required.
(b) Not required.
(c) The following is a list of exhibits furnished with this Current Report on
Form 8-K/A:
Exhibit No. Description
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2.1 Stock Purchase Agreement by and Brazos River Leasing, L.P. and
Monro Muffler Brake, Inc., dated June 27, 2003.
2.2 Agreement to Purchase Limited Partnership Interest by and among
Heller Financial, Inc. and Monro Muffler Brake, Inc., dated June 27,
2003.
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MONRO MUFFLER BRAKE, INC.
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(Registrant)
August 12, 2003 By: /s/ John Van Heel
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John Van Heel
Vice President-Finance
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