ShopKo again extends tender for $100 million 9¼% notes

New York, Aug. 8 - ShopKo Stores, Inc. said it has extended its tender offer for any and all of its outstanding $100 million of 9¼% senior notes due 2022.

The expiration is now 5 p.m. ET on Aug. 10, pushed back from midnight ET on Aug. 5. It was previously extended from Aug. 3.

As of the old expiry date, holders had tendered $9.3 million of the notes, unchanged from the amount on Aug. 3.

As previously announced on July 1, the offer is in connection with the already announced acquisition of ShopKo by Badger Retail Holding, Inc. and Badger Acquisition Corp., which are affiliates of Minneapolis-based private equity firm Goldner Hawn Johnson & Morrison Inc.

Holders who validly tendered their notes prior to 5 p.m. ET on July 14 will receive $1,081.86 per $1,000 principal amount, including a consent payment of $50.00 per $1,000 principal amount.

Investors who tender their notes after the consent deadline but before the expiration will receive $1,031.86 per $1,000 principal amount.

The company will also pay accrued interest up to but not including the redemption date.

A valid tender will be considered a consent to proposed amendments to the indenture governing the notes, which will eliminate substantially all of the restrictive covenants and certain events of default.

This offer is conditioned upon the completed merger, a majority of the notes being tendered, execution of a supplemental indenture and the absence of any material adverse change with respect to ShopKo or the financial markets.

The tender offer, though, is not a condition of the merger. Badger Retail Holding has obtained sufficient financing commitments, which include borrowings of up to $700 million under either a mortgage facility or a secured term loan facility.

Global Bondholder Services Corp. is the information agent (866 736-2200 or call collect 212 430-3774). Banc of America Securities LLC (888 292-0070 or call collect 212 847-5834) and Morgan Stanley & Co. Inc. are dealer managers.

ShopKo Stores is a retailer of quality goods and services with headquarters in Green Bay, Wis.

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