Sears Roebuck Acceptance Corp. Announces Filing to Delist and Deregister Debt Securities and Intention to Commence Tender Offers
11 Maio 2005 - 10:30AM
PR Newswire (US)
Sears Roebuck Acceptance Corp. Announces Filing to Delist and
Deregister Debt Securities and Intention to Commence Tender Offers
for 7% Notes Due 2042 and 7.4% Notes Due 2043 GREENVILLE, Del., May
11 /PRNewswire/ -- Sears Roebuck Acceptance Corp. ("SRAC"), a
wholly-owned finance subsidiary of Sears, Roebuck and Co. and an
indirect wholly-owned subsidiary of Sears Holdings Corporation
(NASDAQ:SHLD), announced today that it has filed an application to
voluntarily delist all of its debt securities that are currently
listed on the New York Stock Exchange and deregister these
securities with the Securities and Exchange Commission. The
securities to be delisted and deregistered are SRAC's 7% Notes due
2042 (NYSE:SRJ), 7.4% Notes due 2043 (NYSE:SRL), and 6.75% Notes
due September 2005 (NYSE:SRAC05). SRAC expects the delisting to be
effective in June 2005. Upon delisting of these debt securities,
SRAC expects that its reporting obligations, and the related
reporting obligations with respect to the guarantor of the debt,
Sears, Roebuck and Co., under the federal securities laws will be
suspended. (Logo:
http://www.newscom.com/cgi-bin/prnh/20050324/CGTH017LOGO ) SRAC
also announced that it intends to commence within approximately one
week one or more tender offers to purchase for cash any and all of
the 7% Notes due 2042 (which have an aggregate principal amount
outstanding of approximately $111 million) and the 7.4% Notes due
2043 (which have an aggregate principal amount outstanding of
approximately $94 million). The tender offers are expected to be at
a fixed price of $25.65 per $25 principal amount of the 7% Notes
due 2042 and $25.75 per $25 principal amount of the 7.4% Notes due
2043. These fixed prices include all accrued and unpaid interest;
no additional interest will be paid on the tendered Notes.
Additional information will be available upon commencement of the
tender offers. Each tender offer will be made solely pursuant to
the terms and conditions contained in the Offer to Purchase and
related documents. Each tender offer for each series of Notes is
expected to be independent and is not expected to be conditioned
upon the other tender offer, and each tender offer may be amended,
extended or terminated individually. The tender offers are not
expected to be conditioned on any minimum amount of Notes being
tendered. The tender offers are expected to expire 20 business days
following commencement of the tender offers, unless earlier
extended or terminated. SRAC expects to commence the tender offers
and begin distribution of offering materials to debt holders within
approximately one week. These materials will contain important
information. Security holders are urged to carefully review these
documents and related materials when they become available. This
announcement is not an offer to purchase or the solicitation of an
offer to purchase with respect to any securities, nor will the
tender offers be made in any jurisdiction in which such an offer
would be unlawful. About Sears Holdings Corporation Sears Holdings
Corporation is the nation's third largest broadline retailer, with
approximately $55 billion in annual revenues, and with
approximately 3,800 full-line and specialty retail stores in the
United States and Canada. Sears Holdings is the leading home
appliance retailer as well as a leader in tools, lawn and garden,
home electronics and automotive repair and maintenance. Key
proprietary brands include Kenmore, Craftsman and DieHard, and a
broad apparel offering, including such well-known labels as Lands'
End, Jaclyn Smith and Joe Boxer, as well as the Apostrophe and
Covington brands. It also has Martha Stewart Everyday products,
which are offered exclusively in the U.S. by Kmart and in Canada by
Sears Canada. The company is the nation's largest provider of home
services, with more than 14 million service calls made annually.
For more information, visit Sears Holdings' website at
http://www.searsholdings.com/. About Sears, Roebuck and Co. Sears,
Roebuck and Co., a wholly owned subsidiary of Sears Holdings
Corporation (NASDAQ:SHLD), is a leading broadline retailer
providing merchandise and related services. Sears, Roebuck offers
its wide range of home merchandise, apparel and automotive products
and services through more than 2,400 Sears-branded and affiliated
stores in the United States and Canada, which includes
approximately 870 full-line and 1,100 specialty stores in the U.S.
Sears, Roebuck also offers a variety of merchandise and services
through sears.com, landsend.com, and specialty catalogs. Sears,
Roebuck offers consumers leading proprietary brands including
Kenmore, Craftsman, DieHard and Lands' End -- among the most
trusted and preferred brands in the U.S. The company is the
nation's largest provider of home services, with more than 14
million service calls made annually. For more information, visit
the Sears, Roebuck website at http://www.sears.com/ or the Sears
Holdings Corporation website at http://www.searsholdings.com/ .
About Sears Roebuck Acceptance Corp. SRAC is a wholly owned finance
subsidiary of Sears, Roebuck and Co. It raises funds through the
issuance of unsecured commercial paper and long-term debt, which
includes medium-term notes and discrete underwritten debt. SRAC
continues to support 100% of its outstanding commercial paper
through its investment portfolio and committed credit facilities.
Forward-Looking Statements This press release contains
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements include,
but are not limited to, statements about the delisting and
deregistration of the Notes, the suspension of SRAC's reporting
obligation and the related reporting obligation of Sears, Roebuck
and Co., and the contemplated tender offers, and the timing and
pricing thereof. These statements are forward-looking statements
based on assumptions about the future that are subject to risks and
uncertainties, and actual results may differ materially from those
projected in the forward-looking statements. Such risks include
factors which are outside the control of Sears Holdings, Sears,
Roebuck and SRAC. These forward-looking statements speak only as of
the time first made, and no undertaking has been made to update or
revise them as more information becomes available. Additional
discussion of certain risks and uncertainties can be found in the
2004 Annual Reports on Form 10-K of Sears, Roebuck and Co., Kmart
Holding Corporation and SRAC filed with the SEC and available at
the SEC's Internet site (http://www.sec.gov/).
http://www.newscom.com/cgi-bin/prnh/20050324/CGTH017LOGO
http://photoarchive.ap.org/ DATASOURCE: Sears Roebuck Acceptance
Corp. CONTACT: Media, Chris Brathwaite for Sears Roebuck Acceptance
Corp., +1-847-286-4681 Web site: http://www.searsholdings.com/
http://www.sears.com/
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