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
Date of Report (Date of earliest event reported): October 8, 2004
PRIME HOSPITALITY CORP.
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(Exact name of registrant as specified in its charter)
Delaware 1-6869 22-2640625
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
700 Route 46 East, Fairfield, New Jersey 07004
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Address of principal executive offices
Registrant's telephone number, including area code: (973) 882-1010
N/A
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(Former name or 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 8.01. Other Events.
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On October 8, 2004, Prime Hospitality Corp. (the "Company") issued a press
release announcing that it had completed its merger with an affiliate of The
Blackstone Group. Under the terms of the merger agreement, stockholders of the
Company will receive $12.25 per share in cash, without interest.
A copy of the press release issued by the Company on October 8, 2004,
announcing the completion of the merger is attached hereto as Exhibit 99.1 and
is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
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(c) Exhibits
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Exhibit No. Exhibits
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99.1 Press release, dated October 8, 2004, of Prime
Hospitality Corp. , announcing the completion of
the merger
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.
PRIME HOSPITALITY CORP.
Date: October 8, 2004 By: /s/ Richard T. Szymanski
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Name: Richard T. Szymanski
Title: Senior Vice President and
Chief Financial Officer
