-----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, WUI4AxV/y12S12ZONXVge1cBe31ovOUQizv+TTdY26UiwTUzS225ZEnjbg2KlDSy cM9o5QuAURUtx5N4c9+yFg== 0000891092-04-002512.txt : 20040514 0000891092-04-002512.hdr.sgml : 20040514 20040514121243 ACCESSION NUMBER: 0000891092-04-002512 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040513 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040514 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SERVICE CORPORATION INTERNATIONAL CENTRAL INDEX KEY: 0000089089 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 741488375 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06402 FILM NUMBER: 04805575 BUSINESS ADDRESS: STREET 1: 1929 ALLEN PKWY STREET 2: P O BOX 130548 CITY: HOUSTON STATE: TX ZIP: 77019 BUSINESS PHONE: 7135225141 MAIL ADDRESS: STREET 1: P O BOX 130548 CITY: HOUSTON STATE: TX ZIP: 77219-0548 8-K 1 e17901_8k.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 ---------- FORM 8-K ---------- CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 14, 2004 SERVICE CORPORATION INTERNATIONAL (Exact name of registrant as specified in its charter) Texas 1-6402-1 74-1488375 (State or other jurisdiction (Commission file (I. R. S. employer of incorporation) number) identification number) 1929 Allen Parkway, Houston, Texas 77019 (Address of principal executive offices) (Zip code) Registrant's telephone numbers, including area code - (713) 522-5141 Item 9. Regulation FD Disclosure On May 13, 2004, Service Corporation International issued a press release announcing its intention to call for redemption all of its 6.75% Convertible Subordinated Notes Due 2008. Service Corporation International also issued a second press release on May 13, 2004 clarifying the process of redeeming its outstanding 6.75% Convertible Notes. The first press release dated May 13, 2004 is furnished as Exhibit 99.1 to this Form 8-K and the second press release issued the same date is furnished as Exhibit 99.2 to this Form 8-K. The information in this Current Report on Form 8-K, including the exhibits, is being furnished pursuant to Regulation FD and shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933 as amended, or the Securities Exchange Act of 1934, as amended. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. May 14, 2004 SERVICE CORPORATION INTERNATIONAL By: /s/ Eric D. Tanzberger --------------------------------------- Eric D. Tanzberger Vice President and Corporate Controller 2 Exhibit Index Exhibit Number Description --------------------------- ---------------------------------------------- 99.1 Press release, dated May 13, 2004, issued by Service Corporation International --------------------------- ---------------------------------------------- 99.2 Press release, dated May 13, 2004, issued by Service Corporation International --------------------------- ---------------------------------------------- 3 EX-99.1 2 e17901ex99_1.txt PRESS RELEASE Exhibit 99.1 Service Corporation International to Redeem Outstanding 6.75% Convertible Notes HOUSTON, May 13 /PRNewswire-FirstCall/ -- Service Corporation International (NYSE: SRV), the world's largest funeral and cemetery company, announced today that it intends to call for redemption all of its 6.75% Convertible Subordinated Notes Due 2008 (the "Convertible Notes"), which have an outstanding principal amount of $312.7 million. Pursuant to the terms of the Convertible Notes, holders whose Convertible Notes are redeemed will receive a redemption price of 103.86% of the principal amount of the Convertible Notes together with accrued and unpaid interest up to, but excluding, the redemption date of June 22, 2004. Such interest will be paid to the holders of record on June 7, 2004. Holders will receive a notice of redemption pursuant to the terms of the Convertible Notes. The Company expects to fund redemption of the Convertible Notes from its own cash on hand and estimates that approximately $335 million will be used, including interest, if all of the Convertible Notes are redeemed. As a result of this transaction, the Company expects to recognize a pretax loss on the early extinguishment of debt of approximately $18 to $20 million in the second quarter of 2004. Cautionary Statement on Forward-Looking Statements The statements in this press release that are not historical facts are forward-looking statements. These forward-looking statements have been made in reliance on the "safe harbor" protections provided under the Private Securities Litigation Reform Act of 1995. These statements may be accompanied by words such as "believe," "estimate," "project," "expect," "anticipate," or "predict," that convey the uncertainty of future events or outcomes. These statements are based on assumptions that we believe are reasonable; however, many important factors could cause our actual results in the future to differ materially from the forward-looking statements made herein and in any other documents or oral presentations made by, or on behalf of, of us. Important factors which could cause actual results to differ materially from those in forward-looking statements include, among others, our ability to complete the redemption of the Convertible Notes. For further information on these and other risks and uncertainties, see our Securities and Exchange Commission filings, including our 2003 Annual Report on Form 10-K. Copies of this document as well as other SEC filings can be found on our website at www.sci-corp.com . We assume no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by us, whether as a result of new information, future events or otherwise. Service Corporation International headquartered in Houston, Texas is the world's largest funeral and cemetery company. We have an extensive network of providers including 1,218 funeral service locations, 402 cemeteries and 141 crematoria providing funeral and cemetery services in North America as of March 31, 2004. We also own funeral and cemetery businesses in South America, Singapore and Germany. For more information about Service Corporation International, please visit our website at www.sci-corp.com . For additional information contact: Investors: Debbie Young - Director of Investor Relations (713) 525-9088 Media: Terry Hemeyer - Managing Director / Corporate Communications (713) 525-5497 SOURCE Service Corporation International -0- 05/13/2004 /CONTACT: investors, Debbie Young, Director of Investor Relations, +1-713-525-9088, or media, Terry Hemeyer, Managing Director - Corporate Communications, +1-713-525-5497, both of Service Corporation International/ /Web site: http://www.sci-corp.com / (SRV) CO: Service Corporation International ST: Texas IN: SU: EX-99.2 3 e17901ex99_2.txt PRESS RELEASE Exhibit 99.2 Service Corporation International Clarifies the Process of Redeeming Its Outstanding 6.75% Convertible Notes HOUSTON, May 13 /PRNewswire-FirstCall/ -- Service Corporation International (NYSE: SRV), the world's largest funeral and cemetery company, announced today in an earlier press release that it intends to call for redemption all of its 6.75% Convertible Subordinated Notes Due 2008 (the "Convertible Notes"), which have an outstanding principal amount of $312.7 million. In connection with the call for redemption of the Convertible Notes, holders of the Convertible Notes at the close of business on the Regular Record Date of June 7, 2004, will receive a cash payment representing accrued interest for the period up to but not including June 22, 2004, the Redemption Date. Interest is payable only to holders of record of the Convertible Notes at the close of business on June 7, 2004; therefore, holders of Convertible Notes surrendered for conversion prior to the close of business on June 7, 2004 will not receive any cash payment representing accrued interest thereon. The right of holders to surrender their Convertible Notes for conversion expires at the close of business on June 22, 2004. Holders of Convertible Notes surrendered for conversion during the period commencing at the opening of business on the date after June 7, 2004 through and including the close of business on June 22, 2004, will receive a cash payment representing accrued interest for the period up to but not including June 22, 2004. Holders will receive a notice of redemption pursuant to the terms of the Convertible Notes. The Company's press release issued earlier today announcing our intent to redeem the Convertible Notes can be found on our website at www.sci-corp.com . Cautionary Statement on Forward-Looking Statements The statements in this press release that are not historical facts are forward-looking statements. These forward-looking statements have been made in reliance on the "safe harbor" protections provided under the Private Securities Litigation Reform Act of 1995. These statements may be accompanied by words such as "believe," "estimate," "project," "expect," "anticipate," or "predict," that convey the uncertainty of future events or outcomes. These statements are based on assumptions that we believe are reasonable; however, many important factors could cause our actual results in the future to differ materially from the forward-looking statements made herein and in any other documents or oral presentations made by, or on behalf of, of us. Important factors which could cause actual results to differ materially from those in forward-looking statements include, among others, our ability to complete the redemption of the Convertible Notes. For further information on these and other risks and uncertainties, see our Securities and Exchange Commission filings, including our 2003 Annual Report on Form 10-K. Copies of this document as well as other SEC filings can be found on our website at www.sci-corp.com . We assume no obligation to publicly update or revise any forward-looking statements made herein or any other forward-looking statements made by us, whether as a result of new information, future events or otherwise. Service Corporation International headquartered in Houston, Texas is the world's largest funeral and cemetery company. We have an extensive network of providers including 1,218 funeral service locations, 402 cemeteries and 141 crematoria providing funeral and cemetery services in North America as of March 31, 2004. We also own funeral and cemetery businesses in South America, Singapore and Germany. For more information about Service Corporation International, please visit our website at www.sci-corp.com . For additional information contact: Investors: Debbie Young - Director of Investor Relations (713) 525-9088 Media: Terry Hemeyer - Managing Director / Corporate Communications (713) 525-5497 SOURCE Service Corporation International -0- 05/13/2004 /CONTACT: investors, Debbie Young, Director of Investor Relations, +1-713-525-9088, or media, Terry Hemeyer, Managing Director - Corporate Communications, +1-713-525-5497, both of Service Corporation International/ /Web site: http://www.sci-corp.com / (SRV) CO: Service Corporation International ST: Texas IN: SU: -----END PRIVACY-ENHANCED MESSAGE-----