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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): JUNE 24, 1999
OGDEN CORPORATION
(EACH NAME OF REGISTRANT AS SPECIFIED IN THE CHARTER)
DELAWARE 1-3122 13-5549268
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(STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
OF INCORPORATION) IDENTIFICATION NO.)
TWO PENNSYLVANIA PLAZA NEW YORK, NEW YORK 10121
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) ZIP CODE
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212)868-6000
NONE
(FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT)
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Item 5. OTHER EVENTS
On June 24, 1999 Ogden Corporation issued a press release, a
copy of which is attached hereto as Exhibit A.
Item 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of business acquired: Not Applicable
(b) Pro forma financial information: Not Applicable
(c) Exhibits:
(1) Press Release of Ogden Corporation dated June 24,
1999.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this registration statement to be signed on its
behalf by the undersigned, thereto duly authorized.
OGDEN CORPORATION
Dated: June 24, 1999 By: /s/ J. L. EFFINGER
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J. L. Effinger
Assistant Secretary
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Exhibit (C)(1)
Quintin G. Marshall
Two Pennsylvania Plaza, New York, NY 10121
eMail: [email protected]
Phone: 212-868-5421
Fax: 212-868-3558
www.ogdencorp.com
For Immediate Release
OGDEN SIGNS AGREEMENT TO ACQUIRE
VOLUME SERVICES AMERICA, INC.
New York, N.Y., June 24, 1999 - Ogden Corporation (Ogden) today announced that
its Entertainment group has entered into an agreement to acquire Volume Services
America, Inc. (VSA). Ogden stated that the purchase price would be $127 million
plus approximately $215 million in assumed debt, and that it anticipates closing
the transaction by the fall, subject to all regulatory approvals and certain
other conditions.
The combination of VSA's food service business with Ogden's food service and
venue management operations will establish the largest sports, leisure, and
convention center food service provider and venue management company in the
United States. As the industry leader, the company, which will be called Ogden
VSA, would provide food service and/or venue management services to
approximately 300 venues worldwide, including 68 amphitheaters, auditoriums and
performing art centers; 67 arenas; 63 stadiums; and 53 convention centers.
In 1998, revenues for the combined group were approximately $900 million. Ogden
stated that after integrating the operations, this transaction would be
accretive to 2000 earnings.
R. Richard Ablon, Chairman and Chief Executive Officer of Ogden Corporation
said, "The combining of these two leading entertainment service providers
creates tremendous opportunities for accelerating the growth of one of our
longstanding core operating components. Food and beverage service continues to
play a fundamental role in our Entertainment vision, as this business is
complementary to existing operations in both our venue management and themed
attractions segments." Mr. Ablon added, "This combination also positively
impacts our plans to spin-off our Entertainment and Aviation businesses as
overall
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revenues and adjusted EBITDA will each increase by over a third."
"By combining and fully integrating our respective operations, we will be able
to offer our clients and patrons even greater levels of service and creativity,"
said John T. Dee, Chairman and Chief Executive Officer of Volume Services
America.
Volume Services America, based in Spartanburg, South Carolina, provides food,
beverage, merchandise, and facility design and management services for
approximately 118 sports, entertainment and convention center venues throughout
North America. It had 1998 revenues of approximately $400 million.
Ogden Corporation (NYSE: OG) is a global corporation focused on three business
areas -- Entertainment, Aviation and Energy. The Entertainment group has
interests in themed and location-based attractions; food and beverage
concessions; venue management; large format films and theatres, and concert
promotions, artist management and recordings. The Aviation group provides ground
and cargo handling; passenger services; fueling; airport infrastructure
development and management; fixed base operations (FBO's); and aircraft sales
and management, plus charter services. The Energy group develops, owns and
operates independent power facilities and provides related infrastructure
services.
On March 11, 1999 Ogden Corporation announced plans to spin-off its
Entertainment and Aviation businesses into a separately traded public company.
Additional information about Ogden can be obtained via the Internet, at
www.ogdencorp.com, or toll-free (888) 643-3612. For additional information about
Volume Services America, contact Elaine Richner at (864) 597-0142.
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