CSK Auto Corp. Announces Completion of the Pricing of Exchangeable Senior Note Offering

The notes will bear interest at a rate of 3.375% per year untilAug. 15, 2010, and will bear interest at a rate of 3.125% thereafter.The notes are exchangeable into shares of CSK Auto Corp. common stockat an initial exchange rate of 43.3125 shares per $1,000 principalamount of notes (or an initial exchange price of approximately $23.09per share). The notes will mature on Aug. 15, 2025.

The notes will be redeemable at the company's option beginning inAugust 2010 at a redemption price of 100% of their principal amountplus accrued interest. Holders of the notes will have the right torequire the company to repurchase some or all of their notes in Augustof 2010, 2015 and 2020, and in certain other circumstances at a priceequal to 100% of their principal amount plus accrued interest. Thenotes will be guaranteed by CSK Auto Corp. and the company'ssubsidiary.

In connection with the issuance of the notes, the company willenter into an exchangeable note hedge transaction with one of theinitial purchasers with respect to CSK Auto Corp.'s common stock,which is expected to reduce the potential dilution upon futureexchange of the notes. CSK Auto Corp. also will enter into a warrantoption transaction with one of the initial purchasers. In connectionwith the proposed exchangeable note hedge and warrant optiontransactions, the initial purchaser that is a party to thosetransactions has entered into various over-the-counter derivativetransactions with respect to CSK Auto Corp. common stocksimultaneously with the pricing of the notes, and may continue toenter into the over-the-counter derivative transactions or purchaseCSK Auto Corp. common stock in secondary market transactions followingthe pricing of the notes.

The note offering is part of a proposed refinancing by the companythat includes the execution of a new asset-based senior creditfacility consisting of a $250 million senior secured revolving line ofcredit, which is expected to be subsequently increased by anadditional $75 million to a total of $325 million.

The company expects to use proceeds from the note offering toconcurrently repurchase, in privately negotiated transactions, up to$25 million (aggregate purchase price) of CSK Auto Corp. common stock,to repay indebtedness under its existing senior credit facility andfor general corporate purposes. A portion of the proceeds will also beused to pay the costs associated with the exchangeable note hedgetransaction.

The closings of the sale of the notes, exchangeable note hedge andwarrant transactions, and the new senior credit facility, as well asthe repurchase of shares, are expected to be consummated on or aboutJuly 29, 2005. The closings of the various proposed transactions aresubject to customary conditions and contingencies.

The notes offered and the common stock issuable upon exchange ofthe notes have not been registered under the Securities Act of 1933 asamended, or any state securities laws, and may not be offered or soldin the United States absent registration or an applicable exemptionfrom registration requirements and applicable state securities laws.

Portions of this release may constitute "forward-lookingstatements" as defined by federal law. Although the company believesany such statements are based on reasonable assumptions, there is noassurance that actual outcomes will not be materially different. Anysuch statements are made in reliance on the "safe harbor" protectionsprovided under the Private Securities Reform Act of 1995. Additionalinformation about issues that could lead to material changes in thecompany's performance is contained in the company's filings with theSecurities and Exchange Commission.