-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Nj0Rui5kRlx8B4vEV+J7o3y2XTDvDhuDWMC3EAXoP7SuwFL8CT6GV6KPiaP9gqS9 znLozHI6eF/2lYafRB2ERA== 0001251562-03-000012.txt : 20030703 0001251562-03-000012.hdr.sgml : 20030703 20030702214751 ACCESSION NUMBER: 0001251562-03-000012 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030630 FILED AS OF DATE: 20030703 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AUTOZONE INC CENTRAL INDEX KEY: 0000866787 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-AUTO & HOME SUPPLY STORES [5531] IRS NUMBER: 621482048 STATE OF INCORPORATION: NV FISCAL YEAR END: 0830 BUSINESS ADDRESS: STREET 1: 123 SOUTH FRONT ST CITY: MEMPHIS STATE: TN ZIP: 38103 BUSINESS PHONE: 9014956500 MAIL ADDRESS: STREET 1: P O BOX 2198 STREET 2: DEPT 8074 CITY: MEMPHIS STATE: TN ZIP: 38101-2198 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ESL INVESTMENTS INC CENTRAL INDEX KEY: 0001126396 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10714 FILM NUMBER: 03773630 BUSINESS ADDRESS: STREET 1: 1 LAFAYETTE PL CITY: GREENWICH STATE: CT ZIP: 06830 BUSINESS PHONE: 2038614600 MAIL ADDRESS: STREET 1: 1 LAFAYETTE PL CITY: GREENWICH STATE: CT ZIP: 06830 4 1 primary_doc.xml PRIMARY DOCUMENT 4 2003-06-30 0 0000866787 AUTOZONE INC AZO 0001126396 ESL INVESTMENTS INC 0 0 1 0 Common Stock 2003-06-30 4 J 0 783937 0 D 25531802 I (4), (5), (6) Securities were contributed by ESL Limited, a Bermuda corporation ("Limited"), to KP I Partners, L.P., a Delaware limited partnership ("KPI"), and KP II Partners, L.P., a Delaware limited partnership ("KPII"), in exchange for limited partnership interests in KPI and KPII. Includes (i) 441,638 shares contributed by Limited to KPI in exchange for limited partnership interests in KPI and (ii) 342,299 shares contributed by Limited to KPII in exchange for limited partnership interests in KPII. Includes (i) 10,672,129 shares held of record by ESL Partners, L.P., a Delaware limited partnership ("ESL"), (ii) 1,700,084 shares held of record by Limited, (iii) 395,815 shares held of record by ESL Institutional Partners, L.P., a Delaware limited partnership ("Institutional"), (iv) 1,521,365 shares held of record by ESL Investors, L.L.C., a Delaware limited liability company ("Investors"), (v) 7,526,599 shares held of record by Acres Partners, L.P., a Delaware limited partnership ("Acres"), (vi) 224,840 shares held of record by Marion Partners, L.P., a Delaware limited partnership ("Marion"), (vii) 488,350 shares held of record by Blue Macaw Partners, L.P., a Delaware limited partnership ("Blue Macaw"), (viii) 3,102 shares held of record by Edward S. Lampert, (ix) 2,215,581 shares held of record by 200GA, L.P., a Delaware limited partnership ("200GA"), (x) 441,638 shares held of record by KPI and (xi) 342,299 s hares held of record by KPII. This Form 4 is filed on behalf of a group consisting of ESL, Limited, Institutional, Investors, Acres, Marion, Blue Macaw and 200GA (collectively, the "ESL Parties"), RBS Partners, L.P. ("RBS Partners"), ESL Investment Management, LLC, a Delaware limited liability company ("ESLIM"), RBS Investment Management, LLC, a Delaware limited liability company ("RBSIM"), ESL Investments, Inc. ("Investments") and Edward S. Lampert. Pursuant to Section 16, the ESL Parties, RBS Partners, ESLIM, RBSIM, Investments and Mr. Lampert may each be deemed indirect beneficial owners of the securities reported on this Form 4. The general partner of ESL and the manager of Investors is RBS Partners. The general partner of RBS Partners is Investments. ESLIM is the investment manager of Limited and the general partner of each of KPI and KPII. RBSIM is the general partner of Institutional. Investments is the general partner of each of Acres, Marion, Blue Macaw and 200GA. Mr. Lampert is a controlling stockholder of Investments and is the managing member of RBSIM and ESLIM. Investments and Mr. Lampert each have less than a 40% interest in each of the ESL Parties. The total amount of securities reported as owned by each of the ESL Parties is greater than Investments' or Mr. Lampert's indirect pecuniary interest in such securities. RBSIM has less than a 40% interest in Institutional. The total amount of securities reported as owned by Institutional is greater than RBSIM's indirect pecuniary interest in such securities. ESLIM has less than a 40% interest in Limited, KPI and KPII. The total amount of securities reported as owned by Limited, KPI and KPII, respectively, is greater than ESLIM's indirect pecuniary interest in such securities. RBS Partners has less than a 40% interest in ESL and Investors. The total amount of securities reported as owned by ESL and Investors, respectively, is greater than RBS Partners' indirect pecuniary interest in such securities. /s/ William C. Crowley, President and Chief Operating Officer 2003-07-01 EX-99 3 autozone.txt JOINT FILER INFORMATION Joint Filer Information Name: ESL Partners, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: ESL PARTNERS, L.P. By: RBS Partners, L.P., its general partner By: ESL Investments, Inc., its general partner By: /s/ William C. Crowley William C. Crowley President and Chief Operating Officer Dated: July 1, 2003 Name: ESL Limited Address: Hemisphere House 9 Church Street Hamilton, Bermuda Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: ESL LIMITED By: ESL Investment Management, LLC, its investment manager By: /s/ William C. Crowley William C. Crowley Member Dated: July 1, 2003 Name: ESL Institutional Partners, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: ESL INSTITUTIONAL PARTNERS, L.P. By: RBS Investment Management, LLC, its general partner By: /s/ William C. Crowley William C. Crowley Member Dated: July 1, 2003 Name: ESL Investors, L.L.C. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: ESL INVESTORS, L.L.C. By: RBS Partners, L.P., its manager By: ESL Investments, Inc., its general partner By: /s/ William C. Crowley William C. Crowley President and Chief Operating Officer Dated: July 1, 2003 Name: Acres Partners, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: ACRES PARTNERS, L.P. By: ESL Investments, Inc., its general partner By: /s/ William C. Crowley William C. Crowley President and Chief Operating Officer Dated: July 1, 2003 Name: Marion Partners, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: MARION PARTNERS, L.P. By: ESL Investments, Inc., its general partner By: /s/ William C. Crowley William C. Crowley President and Chief Operating Officer Dated: July 1, 2003 Name: Blue Macaw Partners, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: BLUE MACAW PARTNERS, L.P. By: ESL Investments, Inc., its general partner By: /s/ William C. Crowley William C. Crowley President and Chief Operating Officer Dated: July 1, 2003 Name: 200GA, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: 200GA, L.P. By: ESL Investments, Inc., its general partner By: /s/ William C. Crowley William C. Crowley President and Chief Operating Officer Dated: July 1, 2003 Name: RBS Investment Management, LLC Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: RBS INVESTMENT MANAGEMENT, LLC By: /s/ William C. Crowley William C. Crowley Member Dated: July 1, 2003 Name: RBS Partners, L.P. Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: RBS PARTNERS, L.P. By: ESL Investments, Inc., its general partner By: /s/ William C. Crowley William C. Crowley President and Chief Operating Officer Dated: July 1, 2003 Name: ESL Investment Management, LLC Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: ESL INVESTMENT MANAGEMENT, LLC By: /s/ William C. Crowley William C. Crowley Member Dated: July 1, 2003 Name: Edward S. Lampert Address: 200 Greenwich Avenue Greenwich, CT 06830 Issuer & Ticker Symbol: AutoZone, Inc. (AZO) Designated Filer: ESL Investments, Inc. Signature: /s/ Edward S. Lampert Edward S. Lampert Dated: July 1, 2003 -----END PRIVACY-ENHANCED MESSAGE-----