HOUSTON, Sept. 27 /PRNewswire-FirstCall/ -- Service Corporation
International (NYSE: SCI), which owns and operates funeral service locations
and cemeteries, announced today the pricing of its previously announced
private placement offerings of $500 million aggregate principal amount of
unsecured senior notes, consisting of $250 million aggregate principal amount
of Senior Notes due 2014 and $250 million aggregate principal amount of Senior
Notes due 2018. The 2014 Notes will bear interest at 7.375% per year and were
priced at par. The 2018 Notes will bear interest at 7.625% per year and were
priced at par. The aggregate proceeds from the offerings, net of initial
purchasers' discounts and offering expenses, will be used, together with
available cash and other financings, to consummate the acquisition of
Alderwoods Group, Inc. and refinance certain other indebtedness. The
offerings are expected to close on October 3, 2006.
The net proceeds of each series of notes will be held in separate escrow
accounts pending the consummation of the acquisition of Alderwoods and related
transactions. All outstanding notes are subject to special mandatory
redemption in the event that the acquisition and related transactions are not
consummated on or prior to December 31, 2006. All of the outstanding notes
may also be redeemed at SCI's option, in whole, but not in part, at any time
prior to December 31, 2006, if, in SCI's sole judgment, the acquisition and
related transactions will not be consummated by that date. The redemption
price in either case will be 100% of the issue price of each series of the
notes set forth above, respectively, plus accrued and unpaid interest to the
redemption date. Concurrently with the closing of the offerings, SCI will
deposit the net proceeds of each series of notes into separate escrow
accounts, together with an amount of cash or treasury securities, so that the
escrowed funds are sufficient to fund the redemption of the notes, if
required.
The notes may be resold by the initial purchasers pursuant to Rule 144A
and Regulation S under the Securities Act of 1933. The notes will not
initially be registered under the Securities Act of 1933 or the securities
laws of any state and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements
under the Securities Act and any applicable state securities laws. This press
release shall not constitute an offer to sell or the solicitation of an offer
to buy, nor shall there be any sale of these securities in any state in which
the offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
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 conditions in
the financing markets, and our ability to successfully complete these proposed
offerings on favorable terms.
For further information on these and other risks and uncertainties, see
our Securities and Exchange Commission filings, including our 2005 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 1,041 funeral service locations and 351
cemeteries in North America as of June 30, 2006. 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 / Investor Relations (713) 525-9088
Media: Greg Bolton - Director / Corporate Communications (713) 525-5235
SOURCE Service Corporation International