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 14, 2001
EXTENDED STAY AMERICA, INC.
-------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-27360 36-3996573
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
450 E. Las Olas Boulevard, Ft. Lauderdale, Florida 33301
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (954) 713-1600
Item 7. Financial Statements and Exhibits.
(a) The following exhibits are filed as part of this report on
Form 8-K:
99.1 Press release dated June 27, 2001.
99.2 Registration Rights Agreement between Extended Stay
America, Inc. and Morgan Stanley & Co. Incorporated,
Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Bear, Stearns & Co. Inc., and
Fleet Securities, Inc.
99.3 Indenture between Extended Stay America, Inc. and
Manufacturers and Traders Trust Company.
Item 9. Other Events.
On June 27, 2001, Extended Stay America, Inc. (the "Company")
completed a private placement of $300 million of 9 7/8% Senior Subordinated
Notes due June 15, 2011 (the "Notes"). The Notes have not been registered under
the Securities Act of 1933, as amended (the "Act") or any state securities laws,
and may not be offered or sold in the United States absent registration under,
or an applicable exemption from, the registration requirements of the Act and
applicable state securities laws.
The Company issued a news release announcing the closing of
the offering of the Notes. A copy of the news release is filed herewith as
Exhibit 99.1 and is incorporated herein by reference. A copy of the Registration
Rights Agreement between the Company and Morgan Stanley & Co. Incorporated,
Goldman, Sachs & Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Bear,
Stearns & Co. Inc., and Fleet Securities, Inc. dated as of June 27, 2001 is
attached as Exhibit 99.2, and a copy of the Indenture between the Company and
Manufacturers and Traders Trust Company relating to the Notes dated as of June
27, 2001, is attached as Exhibit 99.3.
2
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.
EXTENDED STAY AMERICA, INC.
By: /s/ Gregory R. Moxley
---------------------------------
Name: Gregory R. Moxley
Title: Chief Financial Officer,
Vice President, Finance
Date: June 28, 2001
3
EXHIBIT INDEX
Exhibit No. Descriptions
- ----------- ------------
99.1 Press release dated June 27, 2001.
99.2 Registration Rights Agreement between Extended Stay America,
Inc. and Morgan Stanley & Co. Incorporated, Goldman, Sachs &
Co., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Bear,
Stearns & Co. Inc., and Fleet Securities, Inc.
99.3 Indenture between Extended Stay America, Inc. and
Manufacturers and Traders Trust Company.
4