8-K 1 phc1069646.txt CURRENT REPORT 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): June 28, 2002 PRIME HOSPITALITY CORP. ---------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-6869 22-2640625 --------------- ------------ ------------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) 700 Route 46 East Fairfield, New Jersey 07004 --------------------- ----- (Address of principal executive offices) (Zip Code) (973) 882-1010 --------------- (Registrant's telephone number, including area code) Item 5. Other Events. ------------ On June 28, 2002, the American Arbitration Association rendered a decision with respect to an action brought by Sholodge Inc. ("Sholodge") against Prime Hospitality Corp. ("Prime") seeking monetary damages in connection with the termination by Prime of its contract with Sholodge to use Sholodge's reservation system for Prime's AmeriSuites and Wellesley Inns and Suites hotels. The decision awarded Sholodge $8.9 million in damages. This judgment is not covered by insurance and exceeds Prime's current available litigation reserves by approximately $4.5 million. Accordingly, Prime expects to record a charge of approximately $4.5 million against its pre-tax earnings ($2.7 million after tax) for the second quarter of 2002. Prime is currently reviewing its options to appeal the decision. 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 thereunto duly authorized. PRIME HOSPITALITY CORP. By: /s/ Douglas Vicari --------------------------- Name: Douglas Vicari Title: Chief Financial Officer Date: July 12, 2002