424B3 1 d424b3.htm FORM 424(B)(3) Form 424(b)(3)

Filed Pursuant to Rule 424(b)(3)

Registration No. 333-96981

 

PROSPECTUS SUPPLEMENT

(To Prospectus dated October 18, 2002

as supplemented November 13, 2002,

November 15, 2002, December 17, 2002,

December 18, 2002, February 12, 2003,

February 27, 2003, April 11, 2003,

June 30, 2003, July 16, 2003 and

August 7, 2003)

 

$516,350,000

 

LOGO

 

Convertible Senior Notes

Common Stock


 

This document supplements the prospectus dated October 18, 2002, relating to the Convertible Senior Notes due 2022 and the shares of common stock issuable upon conversion of the notes, that is part of the registration statement on Form S-3 (File No. 333-96981), as amended. This prospectus supplement is incorporated by reference into the prospectus. The information under the heading “Selling Securityholders” in this prospectus supplement updates and modifies the applicable information set forth under the heading “Selling Securityholders” in the prospectus dated October 18, 2002 through the end of the table and footnotes in this section to include the securityholders not previously identified in the prospectus or in prospectus supplements filed subsequent to the prospectus or to show a change in securities that may be offered by some securityholders previously identified. The table set forth below is based solely on information that has been provided by or on behalf of the selling securityholders as of a recent practicable date prior to the filing of this prospectus supplement.

 

Selling Securityholders

 

Name


   Principal Amount
at Maturity of
Notes That May
Be Sold


   Percentage
of Notes
Outstanding


    Number of
Shares of
Common Stock
That May Be
Sold (4)


  

Percentage of

Common Stock

Outstanding(5)(6)


 

IIU Convertible Arbitrage Fund

   1,000,000    0.19 %   14,962    0.01 %

 


 
  (4) Assumes conversion of all of the holder’s notes at the initial conversion rate of 14.9616 shares of common stock per $1,000 principal amount at maturity of the notes. This conversion rate is subject to adjustment as described under “Description of Notes—Conversion Rights.” As a result, the number of shares of common stock issuable upon conversion of the notes may increase or decrease in the future.
  (5) Calculated based on 158,306,175 shares of common stock outstanding as of September 30, 2003. In calculating this amount for each holder, we treated as outstanding the number of shares of common stock issuable upon conversion of all of that holder’s notes, but we did not assume conversion of any other holder’s notes.
  (6) Assumes that any other holders of notes, or any future transferees, pledgees, donees or successors of or from any such other holders of notes, do not beneficially own any common stock other than the common stock issuable upon conversion of the notes at the initial conversion rate.

 


 


Shares of our common stock are quoted on the New York Stock Exchange under the trading symbol “BJS”. The last reported sale price of the shares on October 8, 2003 was $35.69 per share.

 

Investing in the notes involves risks. We urge you to carefully read the “Forward-Looking Statements” section on page 4 and the “Risk Factors” section beginning on page 11 of the prospectus together with this prospectus supplement and the prospectus before you make your investment decision.

 

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense.

 


 

The date of this Prospectus Supplement is October 9, 2003.