-----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, GpP1b++mAy50+LwSsiEZ6H0YaWw9l1cooBi2xBtEzQYJPyq+F6QVWrKZsNfsbbOE 8Y6szzv5xBxaH0SJDf1PYw== 0001193125-07-006135.txt : 20070112 0001193125-07-006135.hdr.sgml : 20070112 20070112171656 ACCESSION NUMBER: 0001193125-07-006135 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070112 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070112 DATE AS OF CHANGE: 20070112 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARAMARK CORP/DE CENTRAL INDEX KEY: 0001144528 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812] IRS NUMBER: 233086414 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16807 FILM NUMBER: 07529465 BUSINESS ADDRESS: STREET 1: ARAMARK TOWER STREET 2: 1101 MARKET STREET CITY: PHILADELPHIA STATE: PA ZIP: 19107 BUSINESS PHONE: 2152383000 FORMER COMPANY: FORMER CONFORMED NAME: ARAMARK WORLDWIDE CORP DATE OF NAME CHANGE: 20010711 8-K 1 d8k.htm ARAMARK CORPORATION--FORM 8-K Aramark Corporation--Form 8-K

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): January 12, 2007

 


ARAMARK CORPORATION

(Exact name of registrant as specified in charter)

 


 

Delaware   001-16807   23-3086414

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

1101 Market Street

Philadelphia, Pennsylvania

  19107
(Address of Principal Executive Offices)   Zip Code

Registrant’s telephone, including area code: 215-238-3000

N/A

(Former name and former address, if changed since last report)

 


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 7.01. Regulation FD Disclosure.

On January 12, 2007, ARAMARK Corporation issued a supplement to its preliminary offering memorandum, dated January 5, 2007, in respect of a proposed private placement of notes (as defined below). Attached hereto as Exhibit 99.1 are excerpts from such supplement.

The information furnished pursuant to this Current Report on Form 8-K (including exhibits hereto) shall not be considered “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended or under Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future that such information is to be considered “filed” or incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

 

Exhibit 99.1   Excerpts from Supplement, dated January 12, 2007.


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.

 

    ARAMARK CORPORATION
Date: January 12, 2007   By:  

/s/ L. FREDERICK SUTHERLAND

  Name:   L. Frederick Sutherland
  Title:  

Executive Vice President and

Chief Financial Officer


EXHIBIT INDEX

 

Exhibit 99.1   Excerpts from Supplement, dated January 12, 2007.
EX-99.1 2 dex991.htm EXCERPTS FROM SUPPLEMENT DATED JANUARY 12, 2007 Excerpts from Supplement dated January 12, 2007

Exhibit 99.1

EXCERPTS FROM SUPPLEMENT, DATED JANUARY 12, 2007

The following Information updates and supercedes certain information specified in Exhibit 99.1 to the company’s Current Report on Form 8-K dated January 8, 2007, which contained excerpts from the company’s preliminary offering memorandum dated January 5, 2007 (the “original filing”). Unless otherwise indicated or the context otherwise requires, all terms used herein shall have the same meanings specified in the original filing.

The Transactions

The Company will commence certain financing transactions in relation to the Merger. The new financing transactions are anticipated to include $1.780 billion aggregate principal amount of senior notes due 2015, of which a portion will be fixed rate notes and a portion will be floating rate notes. The new financing transactions are not expected to include any senior subordinated notes.

In addition, the Company is expected to enter into a new $4.150 billion senior secured term loan facility and a $600 million revolving credit facility. The Company also expects to enter into a $250 million synthetic letter of credit facility and plans to issue approximately $200 million in letters of credit under this facility as of the closing of the Transactions.

The new senior secured credit facility will provide that we will have the right at any time to request up to $750.0 million of incremental commitments in the aggregate under one or more incremental term loan facilities and/or synthetic letter of credit facilities and/or by increasing commitments under the revolving credit facility.

We expect that the initial applicable margin for borrowings under the new senior secured credit facilities will be, under the revolving credit facility, 2.00% with respect to LIBOR borrowings and 1.00% with respect to base rate borrowings and, under the term loan facilities and the synthetic letter of credit facilities, 2.25% with respect to LIBOR borrowings and 1.25% with respect to base rate borrowings. The applicable margins for borrowings under the facilities may be reduced subject to our attaining certain leverage ratios.

Pro forma credit statistics

The following numbers (and related footnote) contained in the original filing are amended to read as follows:

 

(dollars in millions)    Pro forma
2006
        

Cash interest expense(a)

   $ 513.0

Ratio of Adjusted EBITDA to cash interest expense

     1.9x

Ratio of Adjusted EBITDA less capital expenditures, net of disposals to cash interest expense

     1.4x

 

(a)   Cash interest expense consists of pro forma interest on our new senior secured credit facilities, senior notes and our existing debt.

See “Certain Non-GAAP Financial Measures” in the original filing for the definition of Adjusted EBITDA and a reconciliation to Income/(loss) from continuing operations before effect of change in accounting principal.

 

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