CUC and HFS Announce Mailing of Joint Proxy
Statement/Prospectus
STAMFORD, Conn. and PARSIPPANY, N.J.--(BUSINESS WIRE)--Sept. 2, 1997--
Shareholder Votes Scheduled for Oct. 1, 1997
Merged Company to be Named ``Cendant Corp.''
CUC International (NYSE:CU) and HFS Inc. (NYSE:HFS) announced today that the companies
mailed the joint proxy statement/prospectus related to the proposed merger of CUC and HFS to
shareholders of both companies on Friday, Aug. 29.
The date of the shareholders' meetings of CUC and HFS will be Oct. 1, 1997. CUC and HFS
shareholders of record as of Aug. 18, 1997 are entitled to vote on the merger. As previously
announced, pursuant to the merger agreement, each share of HFS Inc. common stock will be
converted into 2.4031 shares of CUC International common stock. CUC will issue
approximately 434 million common shares, valued at approximately $11 billion.
The companies also stated that the merged company will be named ``Cendant Corp.'' Cendant
will be the world's largest consumer and business services company.
Walter A. Forbes, CUC chairman and CEO, and Henry R. Silverman, HFS chairman and CEO,
stated, ``We are looking forward to the consummation of the merger and are excited by the
prospects of creating numerous incremental revenue opportunities. These opportunities will
further enhance Cendant's long-term sustainable growth. Our companies have been working
together on cross-marketing opportunities, and we are very excited about the initial response
rates to our efforts.''
In connection with the pending merger, the combined company will recognize a one-time pre-tax
charge between $600 million to $650 million for costs incurred related to facility and systems
consolidation, costs associated with exiting certain businesses, transaction-related costs, and
costs associated with implementing the combined company business strategy.
CUC is the leading membership-based, consumer service company that currently provides access
to travel, shopping, auto, dining, timeshare exchange, financial, and other services to more than
68 million consumers worldwide through its more than 20 membership programs, including
Shoppers Advantage, Travelers Advantage, Entertainment, AutoVantage and other brands. CUC
works in partnership with leading banks, retailers, oil companies, credit unions, charities and
other organizations to offer consumer convenience and significant savings when purchasing a
wide array of high-quality goods and services. CUC is also one of the leading educational and
entertainment software publishers through its Davidson & Associates, Sierra On-Line,
Knowledge Adventure, and Blizzard Entertainment subsidiaries. In addition, the company is
among the largest interactive retailers in the world.
HFS Inc. is a global provider of real estate and travel services. The company is the world's
largest franchisor of residential real estate brokerage offices, provides mortgage services to
consumers and is the global leader in corporate employee relocation. Within the travel sector of
the economy, HFS is the largest franchisor of hotels and rental car agencies, the leading provider
of vacation timeshare exchanges and is the second largest vehicle management company
worldwide. |
