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
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November 25, 1997 (November 19, 1997)
(Date of report)(Date of earliest event reported)
HFS Incorporated
(Exact name of Registrant as specified in its charter)
Delaware 1-11402 22-3059335
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of incorporation or organization) Identification Number)
6 Sylvan Way
Parsippany, New Jersey 07054
(Address of principal executive offices) (Zip Code)
(973) 428-9700
(Registrant's telephone number, including area code)
None
(Former name, former address and former fiscal year, if applicable)
Item 5. Other Events
On November 19, 1997, HFS Incorporated (the "Company") announced that it
had entered into a definitive agreement (the "Merger Agreement") to acquire
Jackson Hewitt Inc. ("JTAX"), for approximately $480 million in cash, or
$68 per share of common stock of JTAX. Pursuant to the Merger Agreement,
the Company will commence a tender offer for all outstanding shares of JTAX
which is expected to be completed on or about January 5, 1998, unless
extended. Following the tender offer and upon approval of the Merger
Agreement by the JTAX shareholders, any JTAX shares not tendered will be
purchased in a merger for $68 per share in cash. The JTAX Board of
Directors and its management have unanimously agreed to support the
proposed transaction. The closing of this transaction is subject to
customary conditions, including regulatory approval. The information set
forth in the press release attached hereto as Exhibit 99.1 is incorporated
herein by reference in its entirety.
On November 19, 1997, the Company entered into an Amended and Restated
Credit Agreement with the Chase Manhattan Bank to increase the availability
under such Credit Agreement from $300 million to $500 million. A copy of
such Credit Agreement is filed herewith as Exhibit 10.2 and is incorporated
herein by reference.
Item 7. Exhibits
Exhibit
No. Description
10.1 Agreement and Plan of Merger, by and among HFS Incorporated, HJ
Acquisition Corp. and Jackson Hewitt Inc., dated as of November
19, 1997.
10.2 Amended and Restated Credit Agreement entered into as of November
19, 1997 by and between HFS Incorporated and The Chase Manhattan
Bank.
99.1 Press Release: HFS Incorporated Agrees to Acquire Jackson Hewitt,
Inc. dated November 19, 1997
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.
HFS INCORPORATED
By: /s/ James E. Buckman
James E. Buckman
Senior Executive Vice President
and General Counsel
Date: November 25, 1997
HFS INCORPORATED
CURRENT REPORT ON FORM 8-K
Report Dated November 25, 1997 (November 19, 1997)
EXHIBIT INDEX
Exhibit No. Description
10.1 Agreement and Plan of Merger, by and among HFS Incorporated, HJ
Acquisition Corp. and Jackson Hewitt Inc., dated as of November
19, 1997.
10.2 Amended and Restated Credit Agreement entered into as of November
19, 1997 by and between HFS Incorporated and The Chase Manhattan
Bank.
99.1 Press Release: HFS Incorporated Agrees to Acquire Jackson Hewitt,
Inc. dated November 19, 1997