SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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Form 8-K/A
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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DECEMBER 4, 1996 (NOVEMBER 10, 1996)
(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 No.)
6 SYLVAN WAY
PARSIPPANY, NEW JERSEY 07054
(Address of principal executive office) (Zip Code)
(201) 428-9700
(Registrant's telephone number, including area code)
This Current Report on Form 8-K/A amends the Current Report on Form 8-K of HFS
Incorporated (the "Company" or "Registrant") dated November 15, 1996.
ITEM 7. EXHIBITS
Exhibit
No. Description
- ------- -----------
23.1 Consent of KPMG Peat Marwick LLP relating to the financial
statements of PHH Corporation.
99.1 The audited consolidated balance sheets of PHH Corporation and
subsidiaries as of April 30, 1996 and 1995 and the related
consolidated statements of income, stockholders' equity and
cash flows for each of the years in the three-year period ended
April 30, 1996.
99.2 The unaudited consolidated balance sheet of PHH Corporation and
subsidiaries as of October 31, 1996 and the related unaudited
consolidated statements of income for the three and six months
ended October 31, 1996 and 1995 and cash flows for the six
months ended October 31, 1996 and 1995.
99.3 Pro forma financial information of the Company
- - Section I
Pro forma consolidated combining financial statements of the
Company for the PHH Merger, including the following:
The pro forma consolidated combining balance sheet of the
Company, which combines the pro forma consolidated balance
sheet of the Company with the consolidated balance
sheet of PHH Corporation as of September 30, 1996 and the
related pro forma consolidated combining statements of income
for the year ended December 31, 1995, and each of the nine
month periods ended September 30, 1995 and 1996.
- - Section II
Pro forma consolidated financial information of the Company
excluding the PHH Merger. Such financial information includes
the following:
The pro forma consolidated balance sheet of the Company as of
September 30, 1996 and the pro forma consolidated statements of
operations of the Company for the year ended December 31, 1995
and each of the nine month periods ended September 30, 1995 and
1996.
Section III
Combining historical consolidated financial statements of the
Company for the PHH Merger, including the following:
The combining historical consolidated balance sheet of the
Company, which combines the consolidated balance sheet of the
Company with and into the historical consolidated balance sheet
of PHH Corporation as of September 30, 1996 and the related
combining historical consolidated statements of income for each
of the years ended December 31, 1993, 1994 and 1995 and each of
the nine month periods ended September 30, 1995 and 1996.
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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/ Michael P. Monaco
-----------------------------------
Michael P. Monaco
Vice Chairman
and Chief Financial Officer
Date: December 4, 1996
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HFS INCORPORATED
CURRENT REPORT ON FORM 8-K
REPORT DATED DECEMBER 4, 1996 (NOVEMBER 10, 1996)
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
- ----------- -----------
23.1 Consent of KPMG Peat Marwick LLP relating to the financial
statements of PHH Corporation.
99.1 The audited consolidated balance sheets of PHH Corporation and
subsidiaries as of April 30, 1996 and 1995 and the related
consolidated statements of income, stockholders' equity and
cash flows for each of the years in the three-year period ended
April 30, 1996.
99.2 The unaudited consolidated balance sheet of PHH Corporation and
subsidiaries as of October 31, 1996 and the related unaudited
consolidated statements of income for the three and six months
ended October 31, 1996 and 1995 and cash flows for the six
months ended October 31, 1996 and 1995.
99.3 Pro forma financial information of the Company
- - Section I
Pro forma consolidated combining financial statements of the
Company for the PHH Merger, including the following:
The pro forma consolidated combining balance sheet of the
Company, which combines the pro forma consolidated balance
sheet of the Company with the consolidated balance sheet of PHH
Corporation as of September 30, 1996 and the related pro forma
consolidated combining statements of income for the year ended
December 31, 1995, and each of the nine month periods ended
September 30, 1995 and 1996.
- - Section II
Pro forma consolidated financial information of the Company
excluding the PHH Merger. Such financial information includes
the following:
The pro forma consolidated balance sheet of the Company as of
September 30, 1996 and the pro forma consolidated statements of
operations of the Company for the year ended December 31, 1995
and each of the nine month periods ended September 30, 1995 and
1996.
Section III
Combining historical consolidated financial statements of the
Company for the PHH Merger, including the following:
The combining historical consolidated balance sheet of the
Company, which combines the consolidated balance sheet of the
Company with the historical consolidated balance sheet of PHH
Corporation as of September 30, 1996 and the related combining
historical consolidated statements of income for each of the
years ended December 31, 1993, 1994 and 1995 and each of the
nine month periods ended September 30, 1995 and 1996.
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