(11.18 星期四 <纽约时报>头条)

coco3263UID: 16360

没翻译完 大家看英文吧 鲜鲜活活的英文 呵呵

卡马特(K MART)接手西尔斯(SEARS)是针对沃尔玛  (11.18 星期四 <纽约时报>头条)


在零售业中，投资者常常不情愿的意识到没有什么是足以强大到永远不会失败的。

SEARS公司从美国最大的零售商的位置上落下并被原来在第二为的KMART取代。KMART经历了破产然后又从破产中突围去年。

在两家公司交接时宣布这家合并公司将在美国零售业中位列第三。它将以550亿的收入位列WAL-MART 和HOME DEPT之后。

在二战后SEARS凭借它保证满意否则退钱的口号并且简单它的顾客扩展到了郊区。而当时的零售巨头WARD 为了防止一个并没出现的战后经济暴跌，采取了保守的策略，艰难的维持了几十年后现在已经消失了。

但是SEARS最终被WAL-MART抢去了第一的位置，首先从小城镇然后扩展到郊区。WAL-MART成功降低消费来为那些以前也许习惯与SEARS或者是SEARS最终为了省钱没有坚持下了小册子的那些美国人提供便宜商品。两年前，SEARS买下了邮寄零售商LAND‘’S END来将顾客带回他的服装部并重新进入邮寄零售市场。

近几年，SEARS努力赢利并获得一些成功，但还没有显示出增长的能力去年他的增长只比2000年多一点，尽管利润高了很多。在那年的前三季度，他收入减低了14个百分比，很大程度上因为他出售了他的信用卡业务。

在2003年，WAL-MART的销售是2560亿美圆，是SEARS 的四倍。他们加起来会是SEARSS和KMART的四倍。

当SEARD在艰难挣扎的时候，他的股票吸引了那些以操纵房地产而不是向顾客卖衣服出名的玩家。在星期三和投资者谈话时，EDWARD S LANPERT，一个控制着KMART同时又持有SEARS15%股份的防范基金经理说他决定使合并后的公司比其不动产值钱。

两周前，SEARS股票因为VORNADO REALTY TRUST 部分通过买进股票部分通过将在2006年给其带来股票的选择买卖权交接而获得该公司4。3%的股份而上张

Kmart's Takeover of Sears Is a Move Aimed at Wal-Mart
By FLOYD NORRIS

Published: November 18, 2004

n the world of retailing, there is no such thing as "too big to fail," as investors have often learned to their sorrow.

It may be a measure of just how far Sears, Roebuck & Company has fallen from its perch as the nation's largest retailer that it has agreed to be acquired by Kmart, which itself was once No. 2 to Sears. But that was before Kmart went broke, slashed its operations and then emerged from bankruptcy last year.

The combined company will be No. 3 in American retailing, the companies said in announcing the transaction. With $55 billion in revenue, it will trail Wal-Mart and Home Depot.

Sears gained its dominance with the slogan "Satisfaction Guaranteed or Your Money Back" in the years after World War II as it followed its customers to the suburbs while the old leader, Montgomery Ward, hunkered down and conserved its cash, awaiting a postwar economic slump that never arrived. That chain limped along for decades and has now vanished.

But Sears eventually lost the No. 1 position to Wal-Mart, which started in smaller towns and then expanded to the suburbs. Wal-Mart managed to reduce costs to bring inexpensive goods to Americans who might once have relied on Sears or the famous Sears catalog, which was eventually discontinued to save money. Two years ago, Sears bought Lands' End, a catalog retailer, to bring customers back to its clothing department and to re-enter the catalog business.

In recent years, Sears has strived to revive its fortunes, with some success, but it has not shown an ability to grow. Its revenues last year were little changed from those of 2000, although profits were much higher. In the first three quarters of the year, its revenues were down 14 percent, largely because it sold its credit card operations.

In 2003, Wal-Mart sales were $256 billion, six times those of Sears. They would have been more than four times those of a combined Sears and Kmart.

As Sears has struggled, the stock has attracted players known for real estate plays rather than an interest in selling clothing to customers. In talking to investors on Wednesday, Edward S. Lampert, a hedge fund manager who controls Kmart and had a 15 percent stake in Sears, said he was determined to make the combined company worth more than its real estate.

Less than two weeks ago, Sears stock leaped on the news that Vornado Realty Trust had acquired a 4.3 percent stake in the company, partly through buying stock and partly through an options transaction that would bring it shares in 2006. In the past, Vornado had acquired Alexander's, once a proud name in New York retailing but now gone, and it has been trying to buy Toys "R" Us, another once-dominant retailer that has had difficulty competing with Wal-Mart.

"It is pretty obvious that scale is important to compete effectively," Mr. Lampert, a former Goldman Sachs trader, told investors at a meeting in New York. He pointed to the experience of the financial services industry, which he said had cut costs in the 1990's through aggressive consolidation. He vowed to have "a very low cost structure to compete effectively" but said he would maintain "the reputation and quality of service that Sears has always provided."

The plan, the companies said yesterday, is to rename some Kmart stores as Sears stores, combine operations to save money and allow brands sold at one chain to be sold at the other. But the fact that neither chain managed to do well against Wal-Mart for a sustained time may leave some people wondering just how well they will compete as parts of the same company.

Still, Kmart has done surprisingly well under Mr. Lampert. Its shares, which were issued to creditors of the old Kmart, sold for $15 when they began trading in May 2003, and soon fell to a low of $12. But they have since soared. Shares of Kmart rose $7.78 yesterday, to $109.

Kmart has amassed a large cash hoard - in part from selling 50 stores to Sears for $576 million, although not all that money has yet been paid - and the transaction calls for it to buy 45 percent of the Sears shares for cash at $50 a share. The remaining 55 percent of shares are to be exchanged for half a Kmart share each.

Mr. Lampert said he would seek to convert all his shares to Kmart shares, although he might be forced to accept some cash if other holders also demand the cash.

Shares of Sears rose $7.79, to $52.99. They are now up 51 percent since the end of October - thanks in part to speculation after Vornado announced its investment - and about 200 percent from the low of $18.13 reached in March of last year, when Sears' prospects seemed least promising and some doubted Mr. Lampert's wisdom in acquiring a large position in the company.

A low point for Sears came five years ago, when it was booted out of the Dow Jones industrial average - it had been a member since the index was expanded to 30 stocks in 1928 - and replaced by Home Depot. Investors who held on had the last laugh. Since then, Sears is up 96 percent, while Home Depot is down 10 percent and the Dow is up just 2 percent.

Shares of Sears are still well below their record high of $65.25, reached in 1997. But that performance is much better than that of the old Kmart. Its shares, which sold for as high as $28.13 in 1992, became worthless as a result of the bankruptcy.

The ability of Kmart to do the deal is a testament to just how much Wall Street has become enamored of Mr. Lampert.

At the end of last year, a Kmart share sold for almost exactly half the price of a Sears share. Now the ratio is reversed, and it is that ratio that provides the terms of the merger.

If one measures retailers by revenue, Kmart shareholders are also getting a much better deal. Their company provided 35 percent of the combined sales of the two companies over the most recently reported 12 months, but they will get 46 percent of the stock.

It is clear that Mr. Lampert has persuaded investors that shares in his company are worth a large premium over what he paid for them. If only the combined company can persuade consumers that its merchandise is similarly valuable.

gdhdannyUID: 125843

thanks for sharing, but I think English alone is ok.

anyway, thank you for your work.