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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February 3, 1999 (February 2, 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 - 37th Floor
New York, NY 10019
(Address of principal (Zip Code)
executive office)
(212) 413-1800
(Registrant's telephone number, including area code)
6 Sylvan Way
Parsippany, NJ 07054
(Former name, former address and former fiscal year, if applicable)
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Item 5. Other Events
Cendant Corporation Increases Share Repurchase. On February 2, 1998, we
announced that our Board of Directors authorized a $200 million increase in the
Company's repurchase program to $1.2 billion.
Under the share repurchase program, which commenced in the fourth quarter of
1998, we purchased about $950 million of our common stock or approximately 48
million shares on the open market. To date, we have reduced our primary shares
outstanding by about 55 million shares or about 6.5% (including the 7.1 million
shares acquired as part of the sale of Hebdo Mag International).
Reference is made to the press release dated February 2, 1999 attached hereto
and Exhibit 99.1, which is incorporated herein by reference in its entirety.
Item 7. Exhibits
Exhibit
No. Description
- ------- --------------------------------------------------------------
99.1 Press release: Cendant Corporation Increases Share Repurchase
Program to $1.2 billion, dated February 2, 1999.
<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.
CENDANT CORPORATION
By: /s/ James E. Buckman
James E. Buckman
Vice Chairman and General Counsel
Date: February 3, 1999
<PAGE>
CENDANT CORPORATION
CURRENT REPORT ON FORM 8-K
Report Dated February 3, 1999 (February 2, 1999)
EXHIBIT INDEX
Exhibit
No. Description
- -------- --------------------------------------------------------------
99.1 Press release: Cendant Corporation Increases Share Repurchase
Program to $1.2 billion, dated February 2, 1999.
EXHIBIT 99.1
FOR IMMEDIATE RELEASE
CENDANT CORPORATION INCREASES SHARE
REPURCHASE PROGRAM TO $1.2 BILLION
Cendant Board Authorizes $200 Million Increase in Stock Repurchase Program
New York, NY -- February 2, 1999 -- Cendant Corporation (NYSE: CD)
today announced that its Board of Directors authorized a $200 million increase
in the Company's share repurchase program to $1.2 billion.
Under the share repurchase program, which commenced in the fourth
quarter of 1998, the Company has purchased about $950 million of Cendant common
stock or approximately 48 million shares on the open market. As previously
announced, the Company's excess financial resources, net income and potential
proceeds from further asset sales for the foreseeable future will be devoted to
retiring debt and equity, building shareholder value and maintaining appropriate
credit protection. To date, the Company has reduced its primary shares
outstanding by about 55 million shares or about 6.5% (including the 7.1 million
shares acquired as part of the sale of Hebdo Mag International).
Cendant Corporation is one of the world's foremost providers of
consumer and business services. The Company operates in three principal
divisions: Travel Services, Real Estate Services and Alliance Marketing. In
Travel Services, Cendant is the leading franchisor of hotels and rental car
agencies worldwide; the largest provider of vacation exchange services; a
leading fleet management company; the UK's largest private car park operator;
and a leading motorist assistance group in the UK. In Real Estate Services,
Cendant is the world's largest franchisor of residential real estate brokerage
offices, a major provider of mortgage services to consumers and a global leader
in corporate employee relocation. In Alliance Marketing, Cendant provides access
to insurance, travel, shopping, auto, and other services, primarily through
direct marketing to customers of its affinity partners. Headquartered in New
York, NY, the Company has more than 35,000 employees and operates in over 100
countries.
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 Prospectus Supplement dated November 24, 1998.
Media Contact: Investor Contacts:
Elliot Bloom Denise Gillen
212-413-1832 212-413-1833
Sam Levenson
212-413-1834