HOFFMAN ESTATES, Ill., Nov. 17 /PRNewswire/ -- Sears, Roebuck and Co.
(NYSE: S) ("Sears") and its wholly owned subsidiaries, Sears Roebuck
Acceptance Corp. ("SRAC") and Sears DC Corp. ("SDC"), today announced that
they have successfully completed their cash tender offers to purchase any and
all of their respective unsecured public term debt securities (collectively,
the "Notes") maturing after 2003. The offers, which commenced on October 17,
2003, expired at 12:00 midnight, New York City time, on Friday, November 14,
2003. Final settlement will occur today, November 17.
Institutional Notes
The companies offered to purchase approximately $9.7 billion in aggregate
principal amount of Notes originally distributed primarily to institutional
investors and issued by each of Sears, SRAC and SDC (the "Institutional
Notes"). The Institutional Notes included $2.8 billion of Notes with
maturities in 2004 or that are redeemable at the issuer's option in 2004,
which generally were priced at par plus Sears' estimated cost of carry through
redemption, net of acquisition costs. Excluding the Institutional Notes
redeemable in 2004, $5.1 billion of the Institutional Notes (74 percent) were
tendered and are expected to be accepted for settlement.
Retail Notes
SRAC offered to purchase approximately $2.1 billion in aggregate principal
amount of its Notes originally distributed primarily to individual investors
(the "Retail Notes"). The Retail Notes included $0.4 billion of Notes with
maturities in 2004 or that are redeemable at SRAC's option in 2004, which
generally were priced at par plus Sears' estimated cost of carry through
redemption, net of acquisition costs. Excluding the Retail Notes redeemable
in 2004, $0.8 billion of the Retail Notes (47 percent) were tendered and are
expected to be accepted for settlement.
Of the $3.2 billion of Notes with maturities or redemption options in
2004, $0.5 billion of Notes were tendered and are expected to be accepted for
settlement.
Sears used a portion of the proceeds from the recent sale of its Credit
and Financial Products business to Citigroup to finance this initiative.
"We are pleased with the response to our offers," said Glenn R. Richter,
Sears senior vice president and chief financial officer. "This is an
important step in transforming Sears' balance sheet and creates significant
capital structure flexibility for the company as we focus on growing our core
retail and related services business."
Sears plans to target, exclusive of seasonal working capital requirements,
domestic funded term debt, less cash and investments, of approximately
$1.5 billion.
Preliminary results for each series of Notes are available on the Internet
at http://www.sracweb.com/tenderoffers.htm .
Morgan Stanley and Citigroup acted as Joint Global Coordinators for the
offers related to the Institutional Notes. The Lead Managers were Barclays
Capital, Bear, Stearns & Co. Inc., Goldman, Sachs & Co., and Merrill Lynch &
Co. The Co-Managers were Banc of America Securities LLC, Banc One Capital
Markets, Inc., Deutsche Bank Securities, and UBS Investment Bank.
Merrill Lynch & Co. and Banc of America Securities LLC acted as Lead
Dealer Managers for the offers related to the Retail Notes. The Co-Managers
were Morgan Stanley and UBS Investment Bank.
Forward-Looking Statements
This press release contains a "forward-looking statement" about Sears'
financial objectives. This statement is based on assumptions about the future
that are subject to risks and uncertainties, and actual results may differ
materially from the results projected in the forward-looking statement. Risks
and uncertainties include factors outside the control of Sears. While Sears
believes that its forecasts and assumptions are reasonable, it cautions that
actual results may differ materially. Sears intends the forward-looking
statement to speak only as of the time first made and does not undertake to
update or revise it as more information becomes available. Additional
discussion of these and other risks and uncertainties is contained in Sears'
filings with the Securities and Exchange Commission, including Sears' Annual
Report on Form 10-K for the year ended December 28, 2002, its Quarterly
Reports on Form 10-Q for the quarters ended March 29, 2003, June 28, 2003 and
September 27, 2003, and any Current Report on Form 8-K currently on file with
the Securities and Exchange Commission during the current fiscal year.
About Sears
Sears, Roebuck and Co. is a broadline retailer with significant service
businesses. In 2002, Sears' revenue was $41.4 billion. The company offers
its wide range of apparel, home and automotive products and services to
families in the U.S. through Sears stores nationwide, including approximately
870 full-line stores. Sears also offers a variety of merchandise and services
through its Web sites, sears.com and landsend.com, and a variety of specialty
catalogues.
SOURCE Sears, Roebuck and Co.
Web site: http://www.sracweb.com/tenderoffers.htm
http://www.sears.com/
CONTACT: News Media Contact, Edgar P. McDougal, +1-847-286-9669,
or Investor Contact, Pam White, +1-847-286-1468, both of Sears,
Roebuck and Co.