Tender-Offer Statement — Issuer Tender Offer — Schedule TO
Filing Table of Contents
Document/Exhibit Description Pages Size
1: SC TO-I Shoney's, Inc. Schedule to and Schedule 13E-3 With 14± 52K
Respect to Shoney's Lyons and Tpi
Debentures
2: EX-1 Exhibit (A)(1) to Schedule to and Schedule 13E-3 52± 203K
3: EX-2 Exhibit (A)(2) to Schedule to and Schedule 13E-3 18± 75K
4: EX-3 Exhibit (A)(3) to Schedule to and Schedule 13E-3 19± 77K
5: EX-4 Exhibit (A)(4) to Schedule to and Schedule 13E-3 4± 17K
6: EX-5 Exhibit (A)(5) to Schedule to and Schedule 13E-3 4± 17K
7: EX-6 Exhibit (A)(6) to Schedule to and Schedule 13E-3 2± 13K
8: EX-7 Exhibit (A)(7) to Schedule to and Schedule 13E-3 3± 14K
9: EX-8 Exhibit (A)(8) to Schedule to and Schedule 13E-3 3± 16K
10: EX-9 Exhibit (A)(9) to Schedule to and Schedule 13E-3 3± 17K
11: EX-10 Exhibit (A)(10) to Schedule to and Schedule 13E-3 4± 20K
12: EX-11 Exhibit (A)(11) to Schedule to and Schedule 13E-3 2± 12K
13: EX-12 Exhibit (B) to Schedule to and Schedule 13E-3 15± 57K
14: EX-13 Exhibit (D)(1) to Schedule to and Schedule 13E-3 6± 29K
15: EX-14 Exhibit (D)(10) to Schedule to and Schedule 13E-3 7± 30K
EX-10 — Exhibit (A)(10) to Schedule to and Schedule 13E-3
GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION
NUMBER ON SUBSTITUTE FORM W-9
GUIDELINES FOR DETERMINING THE PROPER IDENTIFICATION NUMBER TO GIVE THE
PAYER--Social Security numbers have nine digits separated by two hyphens:
i.e., 000-00-0000. Employer Identification numbers have nine digits
separated by only one hyphen: i.e., 00-0000000. The table will help
determine the number to give the payer.
[Enlarge/Download Table]
-------------------------------------------------------------------------------------------------
FOR THIS TYPE OF ACCOUNT: GIVE THE FOR THIS TYPE OF ACCOUNT: GIVE THE
SOCIAL SECURITY EMPLOYER
NUMBER OF-- IDENTIFICATION
NUMBER OF--
-------------------------------------------------------------------------------------------------
1. An individual's account The individual 8. Sole proprietorship account The owner(4)
-------------------------------------------------------------------------------------------------
2. Two or more individuals The actual owner of 9. A valid trust, estate or Legal entity
(joint account) the account or, if pension trust (Do not furnish
combined funds, the the identifying
first individual on number of the
the account(1) personal
representative
or trustee
unless the
legal entity
itself is not
designated in
the account
title.)(5)
-------------------------------------------------------------------------------------------------
3. Husband and wife The actual owner of 10. Corporate account The corporation
(joint account) the account or, if
joint funds, the
first individual on
the account(1)
-------------------------------------------------------------------------------------------------
4. Custodian account of a The minor(2) 11. Religious, charitable, The organization
minor (Uniform Gift to or educational
Minors Act) organization account
-------------------------------------------------------------------------------------------------
5. Adult and minor (joint The adult or, if the 12. Partnership account held The partnership
account) minor is the only in the name of the
contributor, the business
minor(1)
-------------------------------------------------------------------------------------------------
6. Account in the name of The ward, minor, or 13. Association, club or The organization
guardian or committee incompetent other tax-exempt
for a designated ward, person(3) organization
minor, or incompetent
person
-------------------------------------------------------------------------------------------------
7. a. The usual revocable The grantor- 14. A broker or registered The broker or
savings trust account trustee(1) nominee nominee
(grantor is also
trustee)
-------------------------------------------------------------------------------------------------
b. So-called trust The actual owner(1) 15. Account with the Department The public
account that is not of Agriculture in the name entity
a legal or valid trust of a public entity (such
under State law as a State or local
government, school
district or prison) that
receives agricultural
program payments
-------------------------------------------------------------------------------------------------
(1) List first and circle the name of the person whose number you furnish.
(2) Circle the minor's name and furnish the minor's social security number.
(3) Circle the ward's, minor's or incompetent person's name and furnish such person's social
security number.
(4) Show the name of the owner. If the owner does not have an employer identification number,
furnish such person's social security number.
(5) List first and circle the name of the legal trust, estate or pension trust.
NOTE: If no name is circled when there is more than one name, the number will be
considered to be that of the first name listed.
-------------------------------------------------------------------------------------------------
GUIDELINES FOR CERTIFICATION OF TAXPAYER IDENTIFICATION
NUMBER ON SUBSTITUTE FORM W-9
PAGE 2
OBTAINING A NUMBER
If you don't have a taxpayer identification number or you don't know your
number, obtain Form SS-5, Application for a Social Security Number Card, or
Form SS-4, Application for Employer Identification Number, at the local office
of the Social Security Administration or the Internal Revenue Service and apply
for a number.
PAYEES EXEMPT FROM BACKUP WITHHOLDING
Payees specifically exempted from backup withholding on interest, dividends,
and broker transactions payments include the following:
* A corporation.
* A financial institution.
* An organization exempt from tax under section 501(a), or an
individual retirement plan, or a custodial account under Section
403(b)(7).
* The United States or any agency or instrumentality thereof.
* A State, The District of Columbia, a possession of the United
States, or any political subdivision or instrumentality thereof.
* A foreign government, a political subdivision of a foreign
government, or any agency or instrumentality thereof.
* An international organization or any agency or instrumentality
thereof.
* A registered dealer in securities or commodities registered in the
U.S., or a possession of the U.S.
* A real estate investment trust.
* A common trust fund operated by a bank under section 584(a).
* An entity registered at all times under the Investment Company Act
of 1940.
* A foreign central bank of issue.
Payments of dividends and patronage dividends not generally subject to backup
withholding include the following:
* Payments to nonresident aliens subject to withholding under section
1441.
* Payments to partnerships not engaged in a trade or business in the
U.S. and which have at least one nonresident partner.
* Payments of patronage dividends where the amount renewed is not paid
in money.
* Payments made by certain foreign organizations.
* Payments made to a nominee.
Payments of interest not generally subject to backup withholding include the
following:
* Payments of interest on obligations issued by individuals.
NOTE: You may be subject to backup withholding if this interest is
$600 or more and is paid in the course of the payer's trade or business
and you have not provided your correct taxpayer identification number
to the payer.
* Payments of tax-exempt interest (including exempt-interest dividends
under section 852).
* Payments described in section 6049(b)(5) to non-resident aliens.
* Payments on tax-free covenant bonds under section 1451.
* Payments made by certain foreign organizations.
* Payments made to a nominee.
Exempt payees described above should file Form W-9 to avoid possible
erroneous backup withholding. FILE THIS FORM WITH THE PAYER, FURNISH YOUR
TAXPAYER IDENTIFICATION NUMBER, WRITE "EXEMPT" ON THE FACE OF THE FORM, AND
RETURN IT TO THE PAYER, IF THE PAYMENTS ARE INTEREST, DIVIDENDS, OR PATRONAGE
DIVIDENDS, ALSO SIGN AND DATE THE FORM.
Certain payments other than interest, dividends, and patronage dividends
that are not subject to information reporting are also not subject to backup
withholding. For details, see the regulations under sections 6041, 6041A(a),
6045, and 6050A.
PRIVACY ACT NOTICE-Section 6109 requires most recipients of dividend,
interest, or other payments to give taxpayer identification numbers to payers
who must report the payments to IRS. IRS uses the numbers for identification
purposes. Payers must be given the numbers whether or not recipients are
required to file tax returns. Beginning January 1, 1993, payers must
generally withhold 31% of taxable interest, dividend, and certain other
payments to a payee who does not furnish a taxpayer identification number to
a payer. Certain penalties may also apply.
PENALTIES
(1) PENALTY FOR FAILURE TO FURNISH TAXPAYER IDENTIFICATION NUMBER. - If you
fail to furnish your taxpayer identification number to a payer, you are
subject to a penalty of $50 for each such failure unless your failure is due
to reasonable cause and not to willful neglect.
(2) CIVIL PENALTY FOR FALSE INFORMATION WITH RESPECT TO WITHHOLDING. - If you
make a false statement with no reasonable basis which results in no
imposition of backup withholding, you are subject to a penalty of $500.
(3) CRIMINAL PENALTY FOR FALSIFYING INFORMATION - Falsifying certifications
or affirmations may subject you to criminal penalties including fines and/or
imprisonment.
FOR ADDITIONAL INFORMATION CONTACT YOUR TAX CONSULTANT OR THE INTERNAL
REVENUE SERVICE.
Dates Referenced Herein and Documents Incorporated by Reference
↑Top
Filing Submission 0000927570-00-000060 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)
Copyright © 2024 Fran Finnegan & Company LLC – All Rights Reserved.
About — Privacy — Redactions — Help —
Fri., Apr. 19, 1:51:11.1am ET 
