SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Form 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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December 2, 1999 (November 30, 1999)
(Date of Report (date of earliest event reported))
Cendant Corporation
(Exact name of Registrant as specified in its charter)
Delaware 1-10308 06-0918165
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation or Identification Number)
organization)
9 West 57th Street
New York, NY 10019
(Address of principal (Zip Code)
executive) office)
(212) 413-1800
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if applicable)
Item 5. Other Events
Except as expressly indicated or unless the context otherwise requires,
"Cendant", "we", "our", or "us" means Cendant Corporation, a Delaware
Corporation, and its subsidiaries.
Completion of Divestiture Program. On November 30, 1999, we announced
that we completed the sale of Entertainment Publications, Inc. to The Carlyle
Group and the sale of Green Flag to Direct Line for a combined total value of
$735 million thus concluding our program to divest non-strategic assets. The
Entertainment Publications and Green Flag transactions generated a combined
pre-tax book gain of approximately $230 million.
Entertainment Publications is the world's largest marketer and
publisher of coupon books and discount programs. Green Flag is a UK roadside
assistance organization, providing a wide range of emergency support and rescue
services to more than 2.5 million customers representing 15% of the UK market.
As previously reported, our program to divest non-strategic assets has
resulted in the disposition of 18 business units, and has generated about $4.5
billion in proceeds. Proceeds have been primarily used to repurchase Cendant
stock and reduce indebtedness. As of November 30, 1999, we have reduced shares
outstanding by approximately 152 million shares or 18%, have retired
approximately $700 million in debt and currently have more than $1.5 billion in
cash.
For a more detailed description of the completion of the divestiture program,
reference is made to Exhibit 99.1, which is incorporated herein by reference in
its entirety.
Postponement of Special Meeting of Stockholders. The Special Meeting of
Stockholders called for January 14, 2000 has been postponed. A new meeting and
record date will be announced upon determination.
Item 7. Exhibits
Exhibit
No. Description
- ------- -----------------------------------------------------------------
99.1 Press Release: Cendant Corporation Completes Sale of
Entertainment Publications and Green Flag; Concludes
Program to Divest Non-Core Assets, dated November 30, 1999.
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.
CENDANT CORPORATION
By: /s/ James E. Buckman
James E. Buckman
Vice Chairman
and General Counsel
Date: December 2, 1999
CENDANT CORPORATION
CURRENT REPORT ON FORM 8-K
Report Dated December 2, 1999 (November 30, 1999)
EXHIBIT INDEX
Exhibit
No. Description
- ------- -----------------------------------------------------------------
99.1 Press Release: Cendant Corporation Completes Sale of
Entertainment Publications and Green Flag; Concludes
Program to Divest Non-Core Assets, dated November 30, 1999.
EXHIBIT 99.1
CENDANT CORPORATION COMPLETES SALE
OF ENTERTAINMENT PUBLICATIONS AND GREEN FLAG;
CONCLUDES PROGRAM TO DIVEST NON-CORE ASSETS
Divestiture Program Generates $4.5 Billion in Proceeds
New York, NY, November 30, 1999--Cendant Corporation (NYSE: CD) today
announced that it has completed the sale of Entertainment Publications, Inc. to
The Carlyle Group and the sale of Green Flag to Direct Line for a combined total
value of $735 million, thus concluding the Company's program to divest
non-strategic assets. The Entertainment Publications and Green Flag transactions
generated a combined pre-tax book gain of approximately $230 million.
Entertainment Publications is the world's largest marketer and publisher of
coupon books and discount programs. Green Flag is a UK roadside assistance
organization, providing a wide range of emergency support and rescue services to
more than 2.5 million customers representing 15% of the UK market.
As previously reported, Cendant's program to divest non-strategic assets
has resulted in the disposition of 18 business units, and has generated about
$4.5 billion in proceeds. Proceeds have been primarily used to repurchase
Cendant stock and reduce the Company's indebtedness. To date, the Company has
reduced shares outstanding by approximately 152 million shares or 18%, has
retired approximately $700 million in debt and currently has more than $1.5
billion in cash.
Cendant's Chairman, President and CEO, Henry R. Silverman, stated: "With
our divestiture program now completed, Cendant will continue to benefit from the
strong internal growth of our core operations. We plan to grow our core
businesses as we have in the past--by unit growth. More franchised hotels and
real estate brokerages, more loan originations, more timeshare exchanges, more
direct marketing programs and members and more Preferred Alliances. We will also
continue to evaluate strategic opportunities."
Cendant Corporation is a global provider of consumer and business services.
The Company's core competencies include building franchise systems, providing
outsourcing solutions and direct marketing. As a franchisor, Cendant is among
the world's leading franchisors of hotels, rental car agencies, tax preparation
services and real estate brokerage offices. The Real Estate Division also
includes Welcome Wagon/GETKO and the Company's residential real estate services
Internet portal, CompleteHome.com. As a provider of outsourcing solutions,
Cendant is the world's largest vacation exchange service, a major provider of
mortgage services to consumers and the global leader in employee relocation. In
direct marketing, Cendant provides access to insurance, travel, shopping, auto,
and other services primarily to customers of its affinity partners. Other
business units include NCP, the UK's largest private car park operator, and
Wizcom, an information technology services provider. Headquartered in New York,
NY, the Company has approximately 30,000 employees and operates in over 100
countries. More information about Cendant, its companies, brands and current SEC
filings may be obtained by visiting the Company's Web site at www.Cendant.com or
by calling 877-4INFO-CD (877-446-3623).
Statements about future results made in this release may constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These statements are based on current
expectations and the current economic environment. The Company cautions that
these statements are not guarantees of future performance. They involve a number
of risks and uncertainties that are difficult to predict. Actual results could
differ materially from those expressed or implied in the forward-looking
statements. Important assumptions and other important factors that could cause
actual results to differ materially from those in the forward-looking statements
are specified in the Company's Form 10K/A for the year ended December 31, 1998,
including the resolution of the pending class action litigation.
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Media Contact: Investor Contacts:
Elliot Bloom (212)-413-1832 Sam Levenson (212) 413-1834
Denise Gillen (212) 413-1833