================================================================================ 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): February 20, 1998 ____________________ EXTENDED STAY AMERICA, INC. (Exact name of registrant as specified in its charter) Delaware 0-27360 36-3996573 (State or other jurisdiction of (Commission File (IRS Employer incorporation or organization) 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 5. Other Events. On February 20, 1998, Extended Stay America, Inc. (the "Company") announced its intent to commence an offering of $200 million of Senior Subordinated Notes (the "Notes"). The Notes to be offered in this transaction will not be registered under the Securities Act of 1933, as amended (the "Act"), and may not be offered or sold in the United States absent registration under the Act or an applicable exemption therefrom. Accordingly, the Notes are being offered and sold only (i) to "Qualified Institutional Buyers" (as defined in Rule 144A of the Act), (ii) to other institutional "Accredited Investors" (as defined in Rule 501(a)(1), (2), (3), or (7) under the Act), and (iii) outside the United States in compliance with Regulation S under the Act. The Company issued a news release announcing the offering of the Notes. A copy of the news release is filed herewith as Exhibit 99.1 and is incorporated herein by this reference. Item 7. Financial Statements and Exhibits. (c) Exhibits. -------- The exhibits to this report are listed in the Exhibit Index set forth elsewhere herein. 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/ Robert A. Brannon ----------------------- Robert A. Brannon Senior Vice President, Chief Financial Officer, Secretary and Treasurer Dated: February 25, 1998 EXTENDED STAY AMERICA, INC. --------------------------- Exhibit Index ------------- Exhibit Number Description of Exhibit ------ ---------------------- 99.1 News release dated as of February 20, 1998 by Extended Stay America, Inc.