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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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January 14, 1998 (January 7, 1998)
(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 organization) Identification Number)
6 Sylvan Way
Parsippany, New Jersey 07054
(Address of principal executive office) (Zip Code)
(973) 428-9700
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if applicable)
Item 5. Other Events
On January 7, 1998, Cendant Corporation (the "Company") completed the
acquisition of Jackson Hewitt, Inc. ("Jackson Hewitt") for approximately $480
million in cash, or $68 per share of common stock of Jackson Hewitt, Inc.
Jackson Hewitt is the second largest tax preparation service system in the
United States with locations in 41 states. Jackson Hewitt franchises a system of
approximately 2,050 offices that specialize in computerized preparation of
federal and state individual income tax returns. The information set forth in
the press releases attached hereto as Exhibits 99.1 and 99.2 are incorporated
herein by reference in their entirety.
Item 7. Exhibits
Exhibit
No. Description
99.1 Press Release: Cendant Completes Acquisition of Jackson Hewitt
Inc. for $480 million in Cash dated January 8, 1998.
99.2 Press Release: Cendant Corporation Completes Tender Offer for
Jackson Hewitt Inc. dated January 6, 1998.
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
Senior Executive Vice President
and General Counsel
Date: January 14, 1998
HFS INCORPORATED
CURRENT REPORT ON FORM 8-K
Report Dated January 14, 1998 (January 7, 1998)
EXHIBIT INDEX
Exhibit No. Description
99.1 Press Release: Cendant Completes Acquisition of Jackson Hewitt
Inc. for $480 million in Cash dated January 8, 1998.
99.2 Press Release: Cendant Corporation Completes Tender Offer for
Jackson Hewitt Inc. dated January 6, 1998.
EXHIBIT 99.1
NEWS RELEASE
CENDANT CORPORATION COMPLETES ACQUISITION OF
JACKSON HEWITT INC. FOR $480 MILLION IN CASH
Stamford, CT and Parsippany, NJ, January 8, 1998 - Cendant Corporation
(NYSE: CD) announced today that it has acquired all remaining shares of Jackson
Hewitt Inc. by means of a cash merger effective January 7, 1998, completing its
previously disclosed acquisition of Jackson Hewitt for approximately $480
million in cash. Jackson Hewitt is the second largest tax preparation service
system in the United States with locations in 41 states. The company franchises
a system of approximately 2,050 offices that specialize in computerized
preparation of federal and state individual income tax returns.
Cendant Corporation is a global provider of consumer and business
services, and operates in three principal segments: Membership, Travel and Real
Estate Services. In Membership Services, Cendant provides access to travel,
shopping, auto, dining and other services through more than 73 million
memberships worldwide. In Travel Services, Cendant is the leading franchisor of
hotels and rental car agencies worldwide, the premier provider of vacation
exchange services and the second largest fleet management company. In Real
Estate Services, Cendant is the world's premier franchisor of residential real
estate brokerage offices, a major provider of mortgage services to consumers and
a global leader in corporate employee relocation. A pioneer in interactive
shopping, Cendant is a major online commerce facilitator, with more than $1
billion yearly sales through its netMarket(R) and other interactive services.
EXHIBIT 99.2
NEWS RELEASE
CENDANT CORPORATION COMPLETES TENDER OFFER
FOR JACKSON HEWITT INC.
Stamford, CT and Parsippany, NJ, January 6, 1998 - Cendant Corporation
(NYSE: CD) announced today that it has completed its tender offer for all
outstanding shares of Jackson Hewitt Inc. (JTAX) common stock at $68.00 per
share. The tender offer expired at 5:00 p.m. yesterday. Cendant Corporation has
been advised by the depositary for the tender offer that as of the expiration of
the offer approximately 6,442,154 shares of JTAX common stock were validly
tendered and not withdrawn (including 86,674 shares tendered pursuant to the
procedures for guaranteed delivery), representing 95.6% of total shares
outstanding. As previously announced, Cendant Corporation plans to acquire the
remaining Jackson Hewitt common stock at $68.00 per share through a cash merger,
expected to be completely shortly.
Jackson Hewitt is the second largest tax preparation service system in
the United States with locations in 41 states. The company franchises a system
of approximately 2,050 offices that specialize in computerized preparation of
federal and state individual income tax returns. There are over 114 million tax
returns filed annually in the United States with more than 50 percent prepared
by a paid service. The Jackson Hewitt system currently has a 1 percent share of
total tax returns. H&R is the country's largest tax preparation service with a
12 percent market share.
Cendant Corporation is a global provider of consumer and business
services, and operates in three principal segments: Membership, Travel and Real
Estate Services. In Membership Services, Cendant provides access to travel,
shopping, auto, dining and other services through more than 73 million
memberships worldwide. In Travel Services, Cendant is the leading franchisor of
hotels and rental car agencies worldwide, the premier provider of vacation
exchange services and the second largest fleet management company. In Real
Estate Services, Cendant is the world's premier franchisor of residential real
estate brokerage offices, a major provider of mortgage services to consumers and
a global leader in corporate employee relocation. A pioneer in interactive
shopping, Cendant is a major online commerce facilitator, with more than $1
billion yearly sales through its netMarket(R) and other interactive services.