-----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, D3x7s8u7fwnUjd7yF6/B6BMH9yYSzQtceRSI5/XpeWO2nFIV+Klc0Z1eRukFgt19 nQiO/C1nhKqisETTyqFarw== 0001275287-05-002072.txt : 20050611 0001275287-05-002072.hdr.sgml : 20050611 20050526094932 ACCESSION NUMBER: 0001275287-05-002072 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050526 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050526 DATE AS OF CHANGE: 20050526 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: 05858353 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 sc2845.txt ================================================================================ UNITED STATES 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 26, 2005 SERVICE CORPORATION INTERNATIONAL ------------------------------------------------------ (Exact name of registrant as specified in its charter) Texas 1-6402-1 74-1488375 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 1929 Allen Parkway Houston, Texas 77019 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (713) 522-5141 -------------------------------------------------------------- (Former name or former address, if changed since last report.) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c)) ================================================================================ ITEM 7.01 REGULATION FD DISCLOSURE On May 26, 2005, Service Corporation International issued a press release announcing it has commenced cash tender offers to purchase any and all of its 7.2% Notes due 2006 and 6.875% Notes due 2007. The aggregate principal amounts of the Notes are $149,000,000 and $143,475,000, respectively, as of May 26, 2005. The attached Exhibit 99.1 is not filed, but is furnished to comply with Regulation FD. The information in this Current Report on Form 8-K, including the exhibit, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Attached hereto as Exhibit 99.1 is a copy of Service Corporation International's press release. 99.1 Press Release, dated May 26, 2005 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 hereunto duly authorized. May 26, 2005 Service Corporation International By: /s/ Eric D. Tanzberger --------------------------------------- Eric D. Tanzberger Vice President and Corporate Controller EX-99.1 2 sc2845ex991.txt Exhibit 99.1 SERVICE CORPORATION INTERNATIONAL COMMENCES CASH TENDER OFFERS FOR 7.2% NOTES DUE 2006 AND 6.875% NOTES DUE 2007 HOUSTON, May 26 /PRNewswire-FirstCall/ -- Service Corporation International (NYSE: SCI), which owns and operates funeral service locations and cemeteries, announced today that it commenced cash tender offers to purchase any and all of its 7.2% Notes due 2006 and 6.875% Notes due 2007. The aggregate principal amounts of the Notes are $149,000,000 and $143,475,000, respectively, as of the date of this press release. The tender offers are being made pursuant to an Offer to Purchase dated May 26, 2005, which sets forth more fully the terms and conditions of the tender offers. The following table summarizes terms material to the determination of the total consideration to be received in each tender offer:
Bloomberg Early Security Reference Reference Fixed Spread Participation CUSIP No. Description Security Page (in basis points) Payment - ----------- ------------ ----------- --------- ----------------- ------------- 817565 AM 6 7.2% Notes UST 2.5% PX4 50.0 $30 due 2006 due 5/31/06 817565 AK 0 6.875% Notes UST 2.75% PX5 62.5 $30 due 2007 due 8/15/07
Holders who tender on or prior to the early participation deadline will receive the total consideration described above, which includes a $30.00 early participation payment per $1,000 principal amount of notes. Holders who tender after the early participation deadline will receive the total consideration minus the $30.00 early participation payment. The early participation deadline is 5:00 p.m., New York City time, on Thursday, June 9, 2005. Holders of notes that have been validly tendered by the early participation deadline will receive payment on the early payment date, which is expected to be promptly after the early participation deadline. Holders of notes that have been validly tendered following the early participation deadline, but prior to the expiration time, will receive payment on the final payment date, which is expected to be promptly after expiration. The tender offers will expire at 5:00 p.m., New York City time, on Friday, June 24, 2005, unless terminated or extended. The tender offer for the 6.875% Notes due 2007 is subject to a financing condition, and both tender offers are subject to certain general conditions, each as described in more detail in the Offer to Purchase. Neither tender offer is conditioned upon the other. Either tender offer may be closed without the closing of the other. Questions concerning the terms of the tender offers may be directed to the co-dealer managers, Merrill Lynch & Co. toll-free at (888) 654-8637 or by collect call at (212) 449-4914 and J.P. Morgan Securities Inc. toll-free at (866) 834-4666. Copies of the Offer to Purchase may be obtained by calling the information agent, Global Bondholder Services Corporation, toll-free at (866) 387-1500 or at (212) 430-3774 (banks and brokerage firms). 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 us. Important factors which could cause actual results to differ materially from those in forward-looking statements include, among others, unfavorable market conditions, and our ability to successfully complete the tender offers. For further information on these and other risks and uncertainties, see our Securities and Exchange Commission filings, including our 2004 Annual Report on Form 10-K, as amended. Copies of this document as well as other SEC filings can be obtained from our website at http://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, owns and operates funeral service locations and cemeteries. We have an extensive network of businesses including 1,169 funeral service locations and 390 cemeteries in North America as of March 31, 2005. For more information about Service Corporation International, please visit our website at http://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- 05/26/2005 /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 -----END PRIVACY-ENHANCED MESSAGE-----