-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Bqc/mRTitk1QH7s3JOChjEnbdqfBXVM7B3vfMbIC4Yp/henZa6sp2HN88oIDMBLv U0KIGKPJIEuShSIvanF6Wg== 0000947871-04-001086.txt : 20040414 0000947871-04-001086.hdr.sgml : 20040414 20040414141922 ACCESSION NUMBER: 0000947871-04-001086 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040414 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040414 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EXTENDED STAY AMERICA INC CENTRAL INDEX KEY: 0001002579 STANDARD INDUSTRIAL CLASSIFICATION: HOTELS & MOTELS [7011] IRS NUMBER: 363996573 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13125 FILM NUMBER: 04732581 BUSINESS ADDRESS: STREET 1: 100 DUNBAR ST CITY: SPARTANBURG STATE: SC ZIP: 29306 BUSINESS PHONE: 8645731600 8-K 1 f8k_041404.txt CURRENT REPORT NYDOCS02/684469.1 UNITED STATES 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 April 14, 2004 ------------------------------------------------------ Date of Report (Date of earliest event reported) EXTENDED STAY AMERICA, INC. ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 001-13125 36-3996573 - ---------------------------- ------------------------ ---------------------- (State or other jurisdiction (Commission File Number) (I.R.S. Employer of incorporation) Identification Number) 100 Dunbar Street Spartanburg, SC 29306 ------------------------------------------------------ (Address of principal executive offices) (zip code) (864) 573-1600 ------------------------------------------------------ (Registrant's telephone number, including area code) Item 5. Other Events. On April 14, 2004, Extended Stay America, Inc. issued a press release announcing the declaration of a cash dividend of $0.04 per share, payable on May 4, 2004, to the stockholders of record on April 16, 2004. A copy of the press release issued by Extended Stay on April 14, 2004, announcing the declaration of a cash dividend is attached hereto as Exhibit 99.1 and is incorporated herein by this reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description of Exhibit 99.1 Press release, dated April 14, 2004, of Extended Stay America, Inc., announcing the declaration of a cash dividend 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. EXTENDED STAY AMERICA, INC. Date: April 14, 2004 By: /s/ James A. Ovenden ------------------------------ Name: James A. Ovenden Title: Chief Financial Officer EXHIBIT INDEX Exhibit Number Description of Exhibit 99.1 Press Release, dated April 14, 2004, of Extended Stay America, Inc., announcing the declaration of a cash dividend EX-99.1 3 ex99-1_041404.txt PRESS RELEASE Exhibit 99.1 For Immediate Release Contact: For Extended Stay America, Inc. Corry W. Oakes III, President and COO James A. Ovenden, CFO (864) 573-1600 Extended Stay America, Inc. Announces Quarterly Cash Dividend to Stockholders Spartanburg, SC - April 14, 2004 - Extended Stay America, Inc. (NYSE: ESA), a leading provider of extended stay lodging, today announced that its Board of Directors declared a cash dividend of $0.04 per share payable on May 4, 2004, to stockholders of record on April 16, 2004. As previously announced, on March 5, 2004 ESA entered into a merger agreement with affiliates of The Blackstone Group that provides for the acquisition of ESA by affiliates of The Blackstone Group for $19.625 per share. ESA will hold a special meeting of stockholders on Friday, May 7, 2004, at 10:00 a.m. Eastern Standard Time, at 100 Dunbar Street, Spartanburg, SC, for the purpose of voting on the adoption of the merger agreement. Stockholders of record of ESA as of the close of business on Thursday, April 8, 2004, will be entitled to vote at the special meeting. Completion of the merger is subject to satisfaction of certain conditions, including obtaining stockholder approval of the merger agreement between ESA and affiliates of The Blackstone Group and satisfying the other conditions to the merger. In connection with the proposed merger, the Company filed a definitive proxy statement with the Securities and Exchange Commission on April 9, 2004. INVESTORS AND SECURITY HOLDERS ARE ADVISED TO READ THE DEFINITIVE PROXY STATEMENT CAREFULLY BECAUSE IT CONTAINS IMPORTANT INFORMATION ON THE PROPOSED MERGER. Investors and security holders may obtain a free copy of the definitive proxy statement and other documents filed by the Company at the Securities and Exchange Commission's web site at www.sec.gov. The definitive proxy statement and such other documents may also be obtained for free from the Company by directing such request to the Company, Attention: Corry W. Oakes, III, 100 Dunbar Street, Spartanburg, SC 29306, Telephone: (864) 573-1615. Certain statements and information included in this release constitute "forward-looking statements" within the meaning of the Federal Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance, or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied in such forward-looking statements. Additional discussion of factors that could cause actual results to differ materially from management's projections, forecasts, estimates and expectations is contained in the Company's SEC filings. -----END PRIVACY-ENHANCED MESSAGE-----