UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 7.01. Regulation FD Disclosure.
On September 22, 2021, Marriott International, Inc. (“we”) announced the early tender results as of 5:00 p.m., New York City time, on September 21, 2021, of the previously announced cash tender offer for up to $800,000,000 aggregate principal amount of our outstanding 5.750% Series EE Notes due 2025, 3.750% Series P Notes due 2025 and 3.750% Series V Notes due 2025 (such tender offer, the “Tender Offer”). In addition, we announced that we have amended the Tender Offer by increasing the Maximum Principal Amount (as defined in the Offer to Purchase, dated as of September 8, 2021 (as amended, the “Offer to Purchase”)) from $800,000,000 to $1,000,000,000. All other terms of the Tender Offer remain unchanged. The Tender Offer is subject to the terms and conditions set forth in the Offer to Purchase. A copy of the news release announcing the early tender results and the increase in the Maximum Principal Amount, which describes the early tender results and the increase in the Maximum Principal Amount in greater detail, is hereby incorporated by reference and attached hereto as Exhibit 99.1.
The foregoing description and the other information in this Current Report on Form 8-K regarding the early tender results and the increase in the Maximum Principal Amount are included in this report solely for informational purposes. The information reported in this Item 7.01, including the material attached as Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The following exhibits are furnished with this report:
99.1 | Marriott International, Inc. News Release dated September 22, 2021. | |
104 | The cover page to this Current Report on Form 8-K, formatted in inline XBRL. |
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SIGNATURES
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.
Date: September 22, 2021 |
MARRIOTT INTERNATIONAL, INC. | |||||
By: | /s/ Felitia Lee | |||||
Felitia Lee | ||||||
Controller and Chief Accounting Officer |
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