View:
As filed with the Securities and Exchange Commission on May 31, 1995.
---------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
May 31, 1995
The Promus Companies Incorporated
(Exact name of registrant as specified in its charter)
Delaware 1-10410 62-1411755
(State or other (Commission (I.R.S. Employer
jurisdiction File Number) Identification)
of incorporation)
1023 Cherry Road
Memphis, Tennessee 38117
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (901) 762- 8600
Not Applicable
- ----------------------------------------------------------------------
(Former name or former address, if changed since last report)
ITEM 5. Other Events
On May 30, 1995, Embassy Suites, Inc. ("Embassy"), a wholly-
owned subsidiary of The Promus Companies Incorporated, announced that it
had further modified the terms of its consent solicitations regarding its
8 3/4% Senior Subordinated Notes due 2000 and its 10 7/8% Senior Subordinated
Notes due 2002 (collectively, the "Notes") (i) by increasing the amount to
be paid to each holder of Notes who properly consents by the expiration
date from $20.00 per $1,000 principal amount of Notes to $30.00 per $1,000
principal amount of Notes, and (ii) by extending the expiration date for
the solicitation from May 30, 1995 to June 2, 1995 at 5:00 p.m., New York
City Time, unless further extended. Embassy announced that the other terms
of the consent solicitations had remained unchanged.
The foregoing description is qualified in its entirety by the
text of the press release dated May 30, 1995 which is filed as an exhibit
hereto and incorporated by reference herein.
ITEM 7. Financial Statements and Exhibits
(c) Exhibits:
Exhibit
Number Description
------- -----------
99.1 Press Release, dated May 30, 1995, announcing
the modification of the terms of Embassy's
consent solicitations with respect to its
8 3/4% Senior Subordinated Notes due 2000 and
its 10 7/8% Senior Subordinated Notes due 2002.
SIGNATURES
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.
THE PROMUS COMPANIES INCORPORATED
E.O. ROBINSON, JR.
---------------------------------------
E.O. Robinson, Jr.
Senior Vice President, General Counsel
and Secretary
Dated: May 31, 1995
EXHIBIT INDEX
Exhibit
Number Description
------- -----------
99.1 Press Release, dated May 30, 1995, announcing
the modification of the terms of Embassy's
consent solicitations with respect to its
8 3/4% Senior Subordinated Notes due 2000 and
its 10 7/8% Senior Subordinated Notes due 2002.
Ralph Berry, The Promus Companies
(901) 762-8629 EXHIBIT 99.1
EMBASSY SUITES, INC. TO INCREASE CONSENT PAYMENTS
-------------------------------------------------
AND TO EXTEND ITS CONSENT SOLICITATION REGARDING
------------------------------------------------
8 3/4% SENIOR SUBORDINATED NOTES DUE 2000 AND
------------------------------------------
10 7/8% SENIOR SUBORDINATED NOTES DUE 2002
---------------------------------------
MEMPHIS, May 30, 1995 -- Embassy Suites, Inc., a wholly owned
subsidiary of The Promus Companies Incorporated (NYSE:PRI), today announced
that it is further modifying the terms of its consent solicitations
regarding its 8 3/4% Senior Subordinated Notes due 2000 and 10 7/8% Senior
Subordinated Notes due 2002 and is extending the expiration date for the
solicitation from May 30, 1995 to June 2, 1995 at 5:00 p.m., New York City
time, unless further extended.
The amount to be paid to each holder of Notes who properly consents by
the expiration date has been changed from $20.00 per $1,000 principal
amount of Notes to $30.00 per $1,000 principal amount of Notes. The other
terms of the consent solicitations remain unchanged.
Holders of Notes who have previously submitted proper consents will be
deemed to have consented and will receive the increased consent fee. Other
holders wishing to consent should complete and return to the Consent Agent
the forms of consent originally circulated. The consent solicitations are
with respect to proposed indenture amendments to permit Embassy to
consummate its previously-announced spin-off of Promus Hotel Corporation.
Additional information regarding the consent solicitations may be
obtained from the Solicitation Agent, BT Securities Corporation (212-775-
4635) or from the Information Agent, D.F. King & Co. (800-769-4414).
####