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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Under Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 29, 1997
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MARRIOTT INTERNATIONAL, INC.
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(Exact name of registrant as specified in its charter)
1-12188
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(Commission File No.)
Delaware 52-0936594
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(State of incorporation) (IRS Employer Identification No.)
10400 Fernwood Road, Bethesda, Maryland 20817
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (301) 380-3000
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On March 31, 1997, the Registrant announced that it had completed the
acquisition of Renaissance Hotel Group N.V. ("Renaissance") through a public
tender offer that expired at 12:01 a.m. on March 29. Of the 30,100,000
Renaissance common shares outstanding at the time of the Registrant's tender
offer, 30,083,887 shares were tendered and purchased by a subsidiary of the
Registrant for $30 per share in cash.
The attached news release, which is incorporated by reference herein,
provides additional information regarding the consummation of this transaction.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
Exhibit 99 News Release dated March 31, 1997.
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SIGNATURES
Under 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
thereunto duly authorized.
MARRIOTT INTERNATIONAL, INC.
By: /s/ Stephen E. Riffee
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Stephen E. Riffee
Vice President, Finance and
Chief Accounting Officer
Date: April 14, 1997
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EXHIBIT 99
MARRIOTT INTERNATIONAL COMPLETES ACQUISITION
OF RENAISSANCE HOTEL GROUP
WASHINGTON, D.C., March 31, 1997--Marriott International, Inc. (MAR / NYSE)
today announced that it has completed the acquisition of Renaissance Hotel
Group N.V. (RHG / NYSE), a premier operator and franchiser of 150 hotels
(46,425 rooms) in 38 countries.
Shareholders of the Renaissance Hotel Group received $30 per share in cash. As
announced on February 18, Marriott agreed to acquire Renaissance Hotel Group for
a total acquisition cost of approximately $1 billion, including transaction
costs and existing net debt of Renaissance.
J.W. Marriott, Jr., chairman and chief executive officer of Marriott
International, said, "We are very pleased to complete the acquisition of the
Renaissance Hotel Group, which adds three premier brands to our lodging business
and more than doubles Marriott's presence in markets outside the United States.
We have significantly expanded our access to customers in new and emerging
markets worldwide with the addition of these powerful brands."
Combined, Marriott and Renaissance Hotel Group currently operate or franchise
1,300 hotels with approximately 275,000 rooms. As part of the acquisition,
Marriott has a strategic alliance for future hotel development with the Hong
Kong-based New World Development Co., Ltd., the principal Renaissance
shareholder prior to the transaction.
(more)
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Renaissance Hotel Group operates or franchises its hotels and resorts under
three well-established brand names: Renaissance is a quality international
brand for business and leisure travelers; New World is a quality hotel brand in
Asia and the Pacific region; and, Ramada International is a mid-priced lodging
brand outside of the United States and Canada. Renaissance Hotel Group also
master licenses the Ramada name in the United States and Canada to others under
long-term agreements. The company does not have any significant owned real
estate.
Of the 30,100,000 Renaissance Hotel Group common stock shares outstanding at the
time of Marriott's tender offer, 30,068,599 shares were tendered, including
186,600 shares tendered pursuant to notices of guaranteed delivery. By the
tender offer deadline of 12:01 a.m. March 29, 1997, 31,401 shares had not yet
been tendered.
MARRIOTT INTERNATIONAL, INC., is the world's leading hospitality company, with
approximately 4,700 operating units in the United States and 30 other countries
and territories. Major businesses include hotels operated and franchised under
the Marriott, Ritz-Carlton, Courtyard, Fairfield Inn, Residence Inn, TownePlace
Suites, and Executive Residences brands; vacation ownership resorts; food
service and facilities management for clients in business, education and health
care; senior living communities and services; and food service distribution. The
company is headquartered in Washington, D.C. and has approximately 192,000
employees. For the 1996 fiscal year, the company reported total sales of $10.2
billion.
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Contact: Tom Marder (301) 380-2553
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