MCDONALDS CORP
8-K, 1999-12-21
EATING PLACES
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<PAGE>

                       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): December 16, 1999



                             McDONALD'S CORPORATION
             (Exact name of Registrant as specified in its Charter)



       Delaware                      1-5231                     36-2361282
(State of Incorporation)      (Commission File No.)            (IRS Employer
                                                             Identification No.)



                              One McDonald's Plaza
                           Oak Brook, Illinois 60523
                                 (630) 623-3000
           (Address and Phone Number of Principal Executive Offices)
<PAGE>

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

(c)  Exhibits

The Exhibits listed below and attached hereto are filed in connection with the
Registrant's Registration Statement on Form S-3 (File No. 33-00001).

 99.7     Form of Letter to Plan Shareholders Announcing Changes to MCDirect
          Shares
 99.8     Form of Letter to Non-Plan Shareholders Announcing Changes to MCDirect
          Shares
 99.9     Form of Letter from Jack Greenberg to be included in MCDirect Shares
          Plan Materials
99.10     Press Release dated December 17, 1999 --"McDonald's Announces Direct
          Stock Purchase Plan Changes."
<PAGE>

                                  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.

                                     McDONALD'S CORPORATION

                                     (Registrant)



                               By:   /s/ Gloria Santona
                                     Gloria Santona
                                     Vice President, U.S. General Counsel
                                     and Secretary

<PAGE>

                                                                    EXHIBIT 99.7

Dear fellow shareholder:

On behalf of McDonald's, let me wish you and your family a great holiday season
and prosperous new year.
   I am pleased to tell you that we will be making certain changes to MCDirect
Shares--McDonald's direct stock purchase plan. These changes, effective January
1, 2000, will make it more convenient for investors to begin and build their
McDonald's share ownership. The Plan revisions include lowering certain MCDirect
Shares investment minimums, reducing the enrollment requirements for young
investors, eliminating the annual account fee and changing other Plan fees. In
addition, we will continue to offer all of the Plan's other popular features
such as dividend reinvestment; automatic monthly investments via direct
withdrawal from an account at a U.S. financial institution; purchasing and
selling shares on a daily basis when practical; and providing a share
safekeeping service.
   You do not need to take any action to continue your participation in MCDirect
Shares as the new terms will automatically become effective on January 1, 2000.
Please review this material as it summarizes all the Plan changes.
   On a final note, you should be aware that we recently announced that
McDonald's will pay dividends on an annual, instead of quarterly, basis
beginning in 2000. The change to an annual dividend cycle will reduce McDonald's
dividend payment processing costs.
   Thank you for your support and loyalty as a customer and a shareholder.

Sincerely,

/s/ Jack M. Greenberg
Jack M. Greenberg
Chairman and Chief Executive Officer
December 16, 1999


Highlights of Plan changes (effective January 1, 2000)
- --------------------------------------------------------------------------------

 . New young investor feature

  Young investors with at least one share registered in custodial name under the
  Uniform Gifts/Transfers to Minors Act can join MCDirect Shares. Or, a Plan
  account can be opened for them with a $100 initial investment.

 . Reduced enrollment criteria

  Investors with at least 10 shares or those who make a $500 initial investment
  or authorize automatic monthly investments of $50 or more can open a Plan
  account.

 . Lower investment minimums

  Additional investments can be made for as little as $50.

 . Flat-rate purchase fees

  Plan purchase fees will be a simple flat-rate no matter how many shares are
  purchased.

 . Annual account and payroll deduction investment fees eliminated

  Neither fee will be charged under the revised Plan terms.

MCDirect Shares revisions (effective January 1, 2000)
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                            Current                    Revised
- ------------------------------------------------------------------------------
                                                All      Regular     Custodial
                                           accounts     accounts      accounts
- ------------------------------------------------------------------------------
<S>                                        <C>          <C>          <C>
Enrollment criteria
Number of shares                                 25           10             1
Initial investment via check/wire            $1,000       $  500        $  100
Automatic monthly investments                $  100       $   50        $   50
Payroll deduction investments                $   20       $   20        $   20
- ------------------------------------------------------------------------------
Optional investments
Cash investment                              $  100       $   50        $   50
Payroll deduction investment                 $   20       $   20        $   20
- ------------------------------------------------------------------------------
Plan fees
Enrollment fee                               $ 5.00       $ 5.00        $ 5.00
Cash investment via check/wire               $ 5.00(1)    $ 6.00        $ 6.00
Cash investment via automatic withdrawals    $ 1.00(1)    $ 1.50        $ 1.50
Investment via payroll deduction             $  .25(1)    $    0        $    0
Annual account fee                           $ 3.00       $    0        $    0
IRA annual fee (all IRA types)               $35.00       $35.00        $35.00
IRA termination fee                          $50.00       $50.00        $50.00
Sales fee                                    $10.00(1)    $15.00(2)     $15.00(2)
- ------------------------------------------------------------------------------
</TABLE>
(1) Plus $.10 per share
(2) Plus $.15 per share

<PAGE>

                                                                    EXHIBIT 99.8

Dear fellow shareholder:

On behalf of McDonald's, let me wish you and your family a great holiday season
and prosperous new year.
   I want to take this opportunity to let you know that McDonald's recently
announced that we will pay dividends on an annual, instead of quarterly, basis
beginning in 2000. In the future, annual dividends declared at the discretion of
the Board of Directors will be paid in December. The change to an annual
dividend cycle will reduce McDonald's dividend processing costs.
   I am also pleased to tell you that we will be making certain changes to
MCDirect Shares--our direct stock purchase plan. These changes, effective
January 1, 2000, will make it more convenient for investors to begin and build
their McDonald's share ownership.
   If you would like more information about MCDirect Shares including an
overview of the Plan changes, a complete prospectus and an enrollment form,
please access McDonald's website at www.mcdonalds.com/corporate/investor or call
1-800-228-9623 to receive a prospectus and an enrollment form by mail.
   Thank you for your support and loyalty as a customer and a shareholder.

Sincerely,

/s/ Jack M. Greenberg
Jack M. Greenberg
Chairman and Chief Executive Officer
December 16, 1999

<PAGE>

                                                                    EXHIBIT 99.9

Dear Investor:

I am pleased to provide you with this prospectus for MCDirect Shares--McDonald's
direct stock purchase plan. This Plan provides investors with a convenient way
to begin and build their McDonald's share ownership and reinvest dividends.

McDonald's is the largest and best-known global foodservice retailer, with more
than 25,000 restaurants serving more than 40 million people a day in more than
100 countries. On any day, even as the market leader, McDonald's serves less
than one percent of the world's population. We will build on our global
leadership and strive to achieve our vision to be the world's best quick-service
restaurant experience by consistently satisfying customers around the world
better than anyone else through outstanding quality, service and cleanliness.

I look forward to sharing ownership of McDonald's and our future with you.

Sincerely,



/s/ Jack M. Greenberg
Jack M. Greenberg
Chairman and Chief Executive Officer
January 2000

<PAGE>

                                                                   Exhibit 99.10


- --------------------------------------------------------------------------------
Investor Press Release
- --------------------------------------------------------------------------------

FOR IMMEDIATE RELEASE                     FOR MORE INFORMATION CONTACT:
12/17/99                                  Lisa Ciota, Investors 630-623-5927
                                          Anna Rozenich, Media 630-623-7316


                             MCDONALD'S ANNOUNCES
                             --------------------
                      DIRECT STOCK PURCHASE PLAN CHANGES
                      ----------------------------------


OAK BROOK, IL -- McDonald's is pleased to announce that it is making certain
changes to its direct stock purchase plan -- MCDirect Shares. These changes,
effective on January 1, 2000, will make it more convenient for investors to
begin and build their McDonald's share ownership. Interested investors can
obtain MCDirect Shares materials, including an overview of the Plan changes, a
complete prospectus and an enrollment form by visiting McDonald's website at
www.mcdonalds.com/corporate/investor or by calling 1-800-228-9623.
- ------------------------------------

     This press release is neither an offer to sell nor a solicitation of an
offer to buy any of these securities. The offer is made only by prospectus.

     McDonald's is the largest and best-known food service retailer, with more
than 25,000 restaurants serving more than 40 million people a day in 118
countries. On any day, even as the market leader, McDonald's serves less than
one percent of the world's population.

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